A New Dawn
by gunflame454
Summary: An unlikely friendship forged in the fires of war may be all that will save Equestria! Heroes are made, wills are tested and love is complicated
1. Chapter 1

Deep in the heart of Equestria, nestled between the Unicorn Mountains and the Foal Range, laid the kingdom of Canterlot. A land ruled by the wise and kind alabaster Alicorn princess, Celestia and her younger sister Luna, which had known peace and prosperity for ages. Built directly into a mountain side, the great city was firmly planted with its majestic structures peering over the land for the entire world to see. Greatest of all stood the white castle where the princesses resided and spent most of their days looking over their subjects.

It was an evening like any other when the dark figured appeared before the palace guards and demanded and audience with Celestia. At first the robed figure was denied entry, until he revealed he was a griffon that came on behalf of the sovereign nation across the seas to far east. After his claim was verified and it was established the message being delivered was of the utmost urgency, the Princess was awakened and gave the emissary her full attention as he divulged his ponderous message. Upon its completion the Princess was left to weigh some important decisions that could most certainly reshape all of Equestria, perhaps more.

"But why," she asked the emissary, "Why is it that Lord Graywing needs the aid of Equestria? The griffons have long stood a powerful nation whose strength is unmatched. If I'm not mistaken, Lord Graywing's long rule not only surpasses the reign of my sister and myself, but it is by the might of his battalions, that Equestrian lands are protected."

The griffon emissary looked back at her with fierce pride burning in his chest. "Make no mistake, Princess, the griffons have long kept Equestria safe from foes that would set their claws on your very lands. The mere threat of griffon vengeance was enough to stave off all manner of beasts. But," his voiced hardened from one of pride to one of foreboding certainty, "If we do not join together, griffon, pony, canine... dare I say all the races…If we do not join together, I fear we will swept away by this fierce river's current." With that, he made his way to the door.

"Messenger, tell Lord Graywing I will ponder these issues, but will not rush to send my ponies to their deaths," Princess Celestia said with dignity befitting any ruler.

The messenger bowed, spread his wings and then was gone.

"Hurry Fluttershy, this is my chance and I don't wanna miss it because you wanna dilly-dally!" Rainbow Dash, winner of the Young Fliers Tournament, yelled back to her friend.

The two pegasus were making their way past the clouds and into the blue sky towards the very upper levels of Cloudsdale itself. The sun was high in the sky above them and the wind sang in their ears as they soared ever higher. Rainbow Dash raced ahead of her friend, occasionally stalling and waiting for her companion to catch up. Fluttershy, not being as accomplished in her skills as a flier, struggled to keep up, yet trying her best not to keep her friend from being late.

"Oh my, I'm so sorry for keeping you," she said sheepishly. "I really didn't want to be a bother. Oh, gee, there certainly are a lot of ponies coming." Fluttershy announced as she took notice to all of the pegasi rushing past them.

"Well of course! This is the first time ever that the Wonderbolts have decided to hold open tryouts! Any flier who's any flier is going to be there, and I'm going to blow them all away and make the cut. This is my chance Fluttershy, I just know it!"

Once they reached the proving grounds and registered Rainbow Dash in the competition, the two walked around and took in the spectacle that was unfolding before them. Wonderbolt toys and merchandise, booths where you could get your picture taken with a few of the Wonderbolts, as well as many other things one would expect from a fair pervaded the area. The air all around was filled with pegasi buzzing about them, practicing loop-the-loops, corkscrews, and all manner of advanced flying techniques. Rainbow Dash was carefully scoping them out; the more she looked, the more cocky she felt.

"Fluttershy this will be a breeze! I'm faster than everypony here and I'm pretty sure my stunts and tricks can run circles around all of them! Did you see that filly's corkscrew? Totally weak! That stallion's high speed U-turn is sloppy! Fluttershy, I got this in the bag."

"I'm certain the Best young Flier in all Equestria will have a leg up on the competition. Oh Rainbow Dash, I just know you'll make it. I'm going to find some good seats to watch the show."

"Okay, just try to get as close to the action as you can so I hear you cheering me on just like we practiced!" the Cyan Pony said before turning and heading off in another direction to try and find her place for the events. It take long for the pink maned butterscotch pegasus to locate a good spot, and shortly there after Fluttershy heard the announcements begin. The gathered crowd grew excited as the participants scrambled as the announcer began telling everypony that the tryouts would be commencing soon and the fliers were all to gather at the heart of the outdoor arena.

"Ladies and gentlecolts!" the voice boomed loud enough to fill up the entire air space, "We would like to welcome you to watch our best and bravest put their mettle and wingz to the test, in hopes of earning a spot on your very own Wonderbolts!… And here they come now! The lighting on a clear day, the one, the only, the WONDERBOLTS!" Just as the announcer finished, the sky was filled with applause and hoof stomping as every head turned upwards to watch the Equestria's elite descend from on high. With a mighty roar, the Wonderbolts soared into view, thick black trails of smoke issuing from behind them as they flew in tight, controlled formation. "Oooh's" and "aaah's" were heard from everypony as fancy air techniques were performed in complete unison before erupting in a deafening cheer when they finally landed and took their place at the speaker's podium.

Once the crowd's roar died down, their Captain, the one called Spitfire stepped forward. Her burning bright yellow and orange mane blowing in the wind, addressed the young fillies and colts before her. "I would like to thank all of you for coming out. There comes a time when we, the Wonderbolts, looking for the best fliers... the bravest fliers... the greatest pegasi that their is! Today is one such day! You will tried and tested. You will be examined and judged. For Equestria had need, and by the Princess we shall answer! What say you?!" A patriotic cheer rose from the participants and crowds alike from her small impassioned speech that required her to wait until they died down before continuing. "We have a plethora of trials that will put everypony to the test. Your speed, your agility, your reflexes, and most importantly, how well you can operate with fellow fliers to get the job done. Let the tryouts begin!"

Then, with another large roar from the crowd, the events began. First up was a race. A simple ten laps around the track to determine who was the fastest. Rainbow Dash was placed into the third group to go, and as she confidently trotted to her place at the line she shot quick sideways glances at the stallions and mares she was up against. Once in position, she prepped herself for the high speed take off by arching her back, lowering her head down, and spreading her wings wide .The cyan pegasus couldn't help but let a smile creep across her face.

"This is my event," Rainbow Dash muttered to herself. "This will show everypony that I play to win!"

As the checkered flag flew to signal the race's start, Rainbow Dash thrust her wings back as hard as should could and took off with frightening speed, enough so that a rainbow trail followed in her wake. As she continued to beat her wings fiercely, she saw there were two other stallions that were doing their best to keep up which only served to amuse Rainbow Dash as she laughed to herself. "Sorry boys," she called back to them, "this one's all mine!" With that she poured more of her strength into her wings and began to distance herself. As she pulled away, the crowd cheered and roared her name. One lap down, nine to go with nopony ahead of her, but that was what she had expected, but it didn't cause her to let up all, she wasn't just racing them, she was racing everypony. This thought pushed her to go on, go harder, go faster. Two laps down and showed the Wonderbolts...showed the world, that this is what she was built for; speed. Third lap, fourth, then the fifth. On the sixth lap she began to lap the slower pegasai, but that only pushed her to keep going. Ninth, tenth! As she made her final lap, Rainbow felt tears in her eyes of joy and happiness. As she crossed the finish line, the crowd continued to sing its excitement. Spitfire herself was manning the stop watch and was there to congratulate her.

"Great job kid! That was some of the fastest flying I have ever seen! You shattered the lap sprint record, Hell, I think you may have topped Fleet Foot's time! Kid, you're dynamite!"

"Oh that," Rainbow Dash tried to play it off cool tossing her multi-colored mane behind her, regaining her composure from her panting. "That was nothing. I'm gonna be running circles around everypony else all day, you just wait and see!"

Spitfire chuckled with a gleam of admiration in her eye, "Well kid, keep this up this pace and we'll have a spot for you for su-"

"Whoa! Now that was fast flying! We could really use a mare like you!" Another voice barged in cutting Spitfire short. The interruption came by way of a white stallion with a blue mane. "Speed like that is what we need to take us to the next level."

It was Soarin', Rainbow Dash knew he was not only a legendary flier, but the Ace of the Wonderbolts due to his skill in acrobatics and his unparalleled agility in the air. She had met him a few times before, most notably at the Gala where she sought out his attention unsuccessfully, and again at the royal wedding where she was able to get a dance in with him. She blushed at his comments. "Thanks, uhh, it was nothing, really..." She scrapped at the clouds beneath her with a one hoof. Then looking back at him he noticed his eyes were not exactly focused on her face. Dash felt her heart skip a beat, truth be told, she had always sported a large crush on Soarin'. The way a school-filly might idolize a rockstar, but never in a million years did she ever think she would have chance with him. Yet here was...and once more, here he was admiring her?! Not wasting the opportunity she turned, allowing him to have a full side view of her slim, well toned profile, which she noticed the flying Ace did not let go to waste.

"Soarin'," Spitfire blurted out, drawing his attention away from her, almost sounding annoyed at the situation. "Aren't you supposed to be judging the agility tests with Fleet foot?"

"Whoops, back to work I guess! See you at agility then," the stallion chortled, oblivious to her upset demeanor and took off to his respective station.

"You'll need to forgive Soarin'," Spitfire spoke a loud as the two of them watched the Navy maned Stallion fly off, before turning back to face the cyan pegasus. "I try to keep a leash on him the best I can, but any filly that catches his eyes he just has flirt with."

"Oh geez, I didn't even notice," Rainbow Dash lied as she quickly realized how bad it would look for her if Spitfire were to think anything foalish was going on between them. "I just thought he was trying to be nice, so, umm, no harm no foul." she quickly added as nervous fake smile grew on her face.

"Hmm, cute," Spitfire remarked with a shred of arrogance in her voice and something else that Dash couldn't quite place but knew for sure she definitely didn't like. However Rainbow Dash wouldn't be able to dwell on it as the Captain of the Wonderbolts spread her wings and began to take off to begin the next event. "Good luck today kid,"

The rest of the competition went by well; maybe not as well as Rainbow Dash had hoped, but pretty darn good. She came in second in an agility test since another colt named Star Chaser managed to out maneuver her through the and obstacle course where the goal was to pass through as many cloud rings as possible in as little time as possible. Rainbow felt that if she hadn't focused on beating him to the finish line, she might not have missed the one cloud ring which he did manage to loop through. Even though she finished before him, it was not enough to score her above him due to missing that one ring.

The next event was reflex testing, which the goal was to avoid clouds thrust at her from all sides. Things were going very well as she dodged clouds coming up from the left and right and in front of her, but she was clipped by a cloud that pummeled her from behind, throwing her off balance, causing her to hit another before the test was done. Still, she had netted fourth overall. In all three events, she had come in the top five and the speed test she came in first, so in her mind she felts she was a shoe-in for at least one of the spots open on the Wonderbolts.

Before long the last event was upon them, but instead of a solo completion it was a test of team building skills. First, they weeded out those that did not possess the skills that they were looking for. A great majority of competitors were handed consolation prizes and told to join the stands and that, perhaps next time, they might be able to get in. They had narrowed it down to the top 25. Now, it was down to Rainbow Dash and 24 other ponies.


	2. Chapter 2

Spitfire once again took her spot on the podium and addressed everypony present. "Congratulations are due to all of our competitors, for those that did not make it, keep trying and practicing and maybe you will be able to push yourself to reach the level that Equestria needs you to be. Now to our remaining applicants, we are entering the last section of the test. All of you have what takes to be a Wonderbolt, Speed, reflexes, agility, you all have it in spades, now we need to know If you can use your talents effectively and do so under adverse conditions, to do this we will being splitting you in to teams to ten. There are fifteen spots open on the Wonderbolts and the top three teams will make it. The teams are random and impartial, we need to know if we can count on you to work with those you're unfamiliar with. We need to know if you can stand next to a stranger and fly with them as if they were own your sister or brother. Now everyone form a line. "

All the pones lined up in one giant row, and began to count off by five,

"One."

"Two."

"Three."

Rainbow Dash's mind was racing. She had no idea what to think, she never practiced routines with others…not since flight school, but that was years ago.

"Four."

"Five."

"One."

They were getting closer to her, her stomach was churning. 'Please, oh please, oh please, be a good team!' She thought to herself.

"Five."

"One."

"Two."

'OH PLEASE OH PLEASE OH PLEASE OH PLEASE!'

"Four!" Rainbow Dash yelled at the top of her lungs startling the filly next to her. She blushed at her outburst and quickly made her way out of line to where the other fours were.

They were all huddled together in a circle but made room for her and the fifth and final member of the fourth team. Rainbow Dash did not know any of them. Her eyes looked from one pony to another; they did the same as well until a grey colt raised his hoof to the center of the group. Without words they all one by one raised their hoofs to touch his.

"I don't know who you guys are," the grey colt said, his voice soft but confident, "But that doesn't matter cuz I know we're all here to win this thing. So, let's do this. Team Four on three, ONE! TWO! THREE!"

"TEAM FOUR!" the five of them yelled.

Rainbow had known this colt for about a minute and already liked him, but now was not the time for introductions now was the time for winning. Spitfire and the other Wonderbolts were taking their places and directing the groups.

"Alright everyone listen up" Spitfire announced. "The last event is simple, First you race to Ponyville, then you pick up a wounded dummy from Soarin', dodge "enemy fire" courtesy of the residents of Ponyville while providing cover for the wounded dummy and carrier, drop off the dummy at Sweet Apple Acres farm and I will be waiting to let you all know how you have done. Good luck!" After announcing the task they would have to face she and the other Wonderbolt's took their place.

Looking over the team Rainbow Dash, noticed that the grey colt was the only colt, and thus bigger than the other filly's, so she voiced her opinion on the matter.

"You," she said pointing at him, "You're bigger than the rest of us so I think you should carry the dummy, the rest of us will cover your flank."

The Colt snorted and nodded in agreement. "Shouldn't be a problem"

Just then they were called to the starting line which was at the edge of Cloudsdale overlooking Ponyville. Spitfire was standing with her hoof raised high. All the ponies got themselves ready for the starting leg. Then with a quick drop of her fore leg they were all off.

Rainbow Dash hurtled herself to the ground as fast as she could, she looked to her left and right and saw that while she was in the lead there were others that were hot on her tail, this truly was the best of Equestria going for broke, even the grey colt was struggling but still managing to follow Dash's lead without falling to far behind. As they all free-fell their way from the sky, the clouds parted and the earth sped closer and closer.

"Slow down!" a voice from behind Rainbow Dash yelled out. She turned and saw it was the grey Colt, still struggling to maintain his distance, "You need to slow down, the others can't fly as fast!"

Rainbow Dash scoffed, "Slow down?! The others will beat us!" Now Rainbow Dash was running on adrenaline and irked by the idea the other three of the team were slow pokes. Then it hit her. "Go back for the others I'm gonna try a buy us some time!" With that Rainbow Dash sped off leaving the colt behind not hearing him yell out one last thing.

Rainbow Dash saw that two of the other groups were clearly in the lead and maneuvered in front of them. She flapped her wings as fast as she could; she felt the wind sting her eyes causing her to tear up. There was a white film building up around her, vapor caused by the difference in pressure in the air as tore threw it. Then with one final strong flap, she heard a loud snapping noise that immediately grew silently and distant. There was no howl of the wind, now sound of her wings flapping, her vision was blurred around the edges, and with every last ounce of strength she turned her head against the force of the wind to look behind her, a smile across her face.

A magnificent circular rainbow expanded across the sky growing ever larger. Its colors dazzling against the blue afternoon skies it stretched out across the horizon. Rainbow Dash couldn't hear it out side of the initial snap, but her friends told her the Sonic Rainboom was deafening, the boom caused by breaking the sound barrier was sure to disorient those behind her, and the shockwave would definitely throw off their formations. Satisfied with herself, Rainbow Dash corrected course and prepped for her landing in Ponyville.

As soon as she touched down, Rainbow saw the booths for the teams to grab their dummy, so she ran over to booth number 4. She was way ahead of everypony else, so now she had to wait for her team to show up.

"That was awesome!" Soarin' yelled out, reared up on his hind legs. He was behind the dummy booths to give instructions when the contestants came in. "That was even better than Rainboom you did at the Shining Amour's wedding. How do you do that?"

"It's easy when you're as fast as me," Rainbow Dash bragged in playful way, "If I get into the Wonderbolts, maybe I could show you how to do it. We could show each other all sorts of tricks when we're together, you and I." Rainbow said trying to sound as flirty as she could. She was never good at it, Rarity was the one who could always have the colts eating out of her hoof, but this was Soarin' of the Wonderbolts, she had to try.

Soarin' blushed, "Well, uhh…we'll see how the competition goes, not that I wouldn't mind having a pretty filly like you on team."

His response sent Rainbow mind whirling with delight, 'He thinks I'm pretty, OHMYGOSHOHMYGOSHOHMYGOSH' She thought to herself, but then she shot back to reality at his next words.

"Speaking of team, where is yours?"

"Uh…" Rainbow reeled for answer "they were moving way too slow for me, so I zoomed ahead of the other teams and told them to hang back. Then I did the Sonic Rainboom to throw off the other teams to buy my slow teammates of extra time."

"So you left them behind?" Soarin' said with a sad disappointed look across his face. "Well that's not really-"

He was cut short by several more ponies landing, more and more by the second. He rushed over to instruct the groups on how to carry the wounded pony dummy. Rainbow Dash was pleased to see that her group had landed with the rest of the ponies and not far behind it looked like her plan worked. She saw the rest of the Fours run over to the booth, Rainbow Dash awaited there praise.

"What's the matter with you?" a young yellow filly from the team said.

"You just left us back there!" the other team member, a dark blue filly, agreed. "Haven't you ever been on a team before?

"Enough," the grey colt said, "we aren't gonna get anywhere yelling at her let's just move on." He quickly readied himself next to the dummy.

Rainbow Dash was dumbfounded "What, you ungrateful bunch of Mules!" She looked over her shoulder, "No offense"

"None taken," the town mule said.

"But I made it so the other teams didn't blow us out of the water, I did it because you guys were moving to slow, you should be thanking me!"

"Which part should we thank you for? The part where you ditched us to show off or the part where you knocked us all around with your Rainboom?" The dark blue pegasus yelled back angrily.

"I said enough!" The grey colt yelled while stomping his hoof loud enough get all of their attentions. The only one helping him with the dummy was smaller green filly who hadn't said anything. "We all need to stop fighting and start winning. We can't win at each other's throats. Now I got the dummy, the four of you, grab shields, the dummy is too heavy to fly with so I am going to run it as fast as I can to the barn. If we stay in a tight formation they won't be able to hit us or the dummy."

The four fillies didn't argue, and they all slid into saddle's that had big round shields on one side. As soon as they were suited up the surround the colt and dummy, and they all began to gallop to the barn. As they did town's folk were posted around them and began launching water balloons filled with paint at them with giant rubber bands. The balloons pelted and splattered hard against the shields splattering different paint colors against them. The Colt's feet pounded against the ground and his breathing was loud and he sucked in and blew air out through clenched teeth. The dark blue filly grunted as she got blasted with a water balloon on her side. Just then the green filly was hit hard and fell to the ground, Rainbow Dash saw her fall and a group of ponies aiming another balloon at her.

"Look out!" she yelled and leaped back to absorb the blow. Suddenly she did felt the left side of her neck explode with pain. Her risky move left her other half exposed and she was caught by an errant balloon, which splattered her bright blue coat with dark purple paint. The surprise and force of the attack caused her to stumble and she fell on the ground. The other pony managed to get up and join the other three. Rainbow struggled to get up but slipped on excess paint on the ground, there was with a loud 'THWACK!' and splash of green from another balloon struck against her hindquarter, she fell down once more. Her mind raced and head pounded as more balloons struck her. 'no...this was my chance, I'll never make it now…'

"HANG ON!" the colt's voice rang out strong, and reassuring. Rainbow heard muffled arguing, "I DON'T CARE WE FINISH TOGETHER! GUARD THE DUMMY!"

The Colt dropped the dummy and ran back to where Rainbow was fighting to stand lowered his head under hers and propped her up the best he could. Rainbow Dash was aching all over; she was hit with what felt like the tenth balloon. Covered in all sorts of colors she looked at the colt with defeated, desperate eyes but took strength in his confident tone. She shook off her worries and put her hoof on his shoulder, "Together," she said half asking half telling.

"Together," he said. Then he lead her back to the others, who were huddled down by the dummy, Rainbow saw that the other teams were struggling two, other ponies had fallen, some just as paint splattered as her, there were some groups ahead and some behind. They hoisted the dummy on the colt and reformed up and ran again. It was only a few more minutes till they reached the barn.

"Congratulations," Spitfire said as they charged in. "wait for the others teams before we finish," She announced to all the competitors. However it was not long before the rest pulled in and Spitfire addressed all of them. "This is it contestants, your progress has been monitored this whole time by the other Wonderbolts and myself and your team has been graded and the standings will be given momentarily"

Fleet Foot and Soarin moved to her side, and gave their reports. The three conversed back and forth and argued, Soarin' seemed upset at something that Spitfire had said, but Fleet Foot had agreed with her and so he seemed to give up his point. Then Spitfire announced the team standings.

"Team Four and team One we are sorry but better luck next time. The winners are Team two, Team Five, and Team Three, With team Three being are our champions! Alright, everypony in teams Three, Five and Two we will see you in the winner's circle back in Cloudsdale, the rest of you are certainly welcome to come back and enjoy in the celebrations." With that Spitfire and the other Wonderbolts took off to Cloudsdale, with the celebrating winning teams close behind them.

Rainbow Dash's heart sank as her eyes turned back to the others, all of them with sullen defeated looks. All of the unsure of what to do. Then the green filly quietly turned and slowly flew away. They all watched her go, shortly after the other two fillies left. The colt was the last to go, beating his wings and taking to the air and began to fly off, but turned to Rainbow Dash before he left.

"Hey, your Rainboom was pretty cool, you wanna go grab a bite to eat?"

"No," Her voice cracked from fighting back tears. "I gotta head back to Cloudsdale, I got someone waiting for me there."


	3. Chapter 3

The trip back to Cloudsdale was long and quiet, but when Rainbow Dash finally made it back to the arena, Fluttershy was waiting faithfully. The winners had already been announced and they were preparing to begin the uniform distribution ceremony for the new inductees when Rainbow had come back, so Fluttershy did her best to distract her friend from the crowd's roars but ultimately found it futile to raise her spirits.

"I'm not sure what I'm gonna do now," Rainbow Dash said looking out over the arena from a waiting area away from most of the crowd. "I just felt like this was my shot you know? My one shot and I blew it."

"Now, now Rainbow Dash, I'm sure you did your very, very, absolute best and I'm sure that if you keep doing the best that the Wonderbolts will take you in next time."

"Next time? Next time?! They have never done this before and I don't know if they will ever do this again!" Rainbow Dash half yelled, half cried out while fighting back tears. "This was my dream Fluttershy and look at me now, I'm going right back to kicking clouds forever!"

"But, Rainbow Dash, your forgetting how important your job is, if you didn't do your job we would have gloomy skies and rain that wouldn't stop, or worse…a drought and we wouldn't be able to grow any food."

"That's not me Fluttershy," Rainbow Dash said then turning her view to the open sky. "I need freedom, I need adventure, I need…I need to go fast. Do you know what I mean?"

"I do." A voice from behind them said. They both turned and where surprised to Spitfire trotting in. "Not gonna lie kid that was some slick flying, your're fast, no doubt about it. Its shame that you couldn't demonstrate the qualities we need to be a team player."

"Spitfire, you gotta listen to me," Rainbow Dash pleaded. "I practice day and night, I eat breathe and sleep Wonderbolts. Listen if you just give me the chance to-"

"Soarin' really wanted you in," Spitfire interupted. "He kept on and on about how you went back for your teammate, how we needed that sort of loyalty on the team. Ironic don't you think, Soarin' wanting you in for the loyalty you'd be bringing to the team."

"I don't understand," Rainbow Dash stammered the tears beginning to fall freely. "Why then?"

"Why? Well that's simple, it's not your loyalty to us I question, it's his loyalty to me that is in jeopardy. Now if you'll excuse me I have a ceremony to attend." Spitfire took off to join the other Wonderbolts.

Rainbow Dash, unable to think of any reasonable response, broke down into tears with Fluttershy unable offer any words of comfort, wrapping her arms around her as she wept.

Two Months Later

"Oh dear! Spike this is terrible," Twilight Sparkle fretted as she paced back and forth in her library.

"Oh come on Twilight, it can't be that bad. What's the matter now?" Spike mumbled while descending the staircase and rubbing sleep from his eyes. As usual Twilight was keeping him awake in the middle of the night and would do so until the situation was resolved.

"The Princess is canceling her meeting with me in Canterlot; she said she has an important meeting that she'll she have to reschedule to next week."

"So what's the big deal, just go next week then?"

"It's not the rescheduling Spike; it's who she is rescheduling me for. She is having a meeting with Lord Graywing."

"Lord Whowing?" Spike said scratching his head.

"Lord Graywing Spike," Twilight explained. "The high king of the east, he is the leader of the griffons, whose armies maintain peace in our world. His armies protect Equestria from the other nations that would wish harm on us. He keeps Equestria safe and Princess Celestia and Luna raise the sun and moon for him."

"How come I've never heard of him?"

"Not too many ponies do Spike, Equestria has become self-sufficient over the years, and with Lord Graywing protecting us from outside threats, I don't believe he's been in our lands for thousands of years. So whatever the Princess is meeting him for is probably really important"

"Thousands?! Does he have the long life of an Alicorn or something?"

"I believe he's got much more power than that Spike, there has never been much written about him except in the oldest of books in Canterlot, all I know is before Celestia and Luna were, he was. He forged his empire during the Great Darkness and defeated the never ending night!"

"But wasn't the never ending night Nightmare Moon's doing?"

"As I said Spike, there isn't a lot written about him, I suppose during my meeting with the Princess I can ask about him, or...wait, better yet…Spike take a letter."

Spike quickly rummaged around the library and grabbed and a parchment and quill. "Ready when you are."

"Dear Princess Celestia, I am willing to reschedule my appointment with you; however I would like to know if it would be possible for Spike and I to accompany you on your trip to not only meet with Lord Graywing, but to see if we can learn more about this world around us. Your faithful student, Twilight Sparkle."

With that Spike breathed heavily and lit fire to the parchment to send it to the Princess.

"Gee Twilight, do you really think she'll let us go?"

"I don't know Spike I'm sure-"

"Twilight!" A voice from outside yelled out. "Twilight Sparkle you need to hurry!"

"What in the world?" Twilight said as she headed toward to the door. "Is that  
Rarity?"

Twilight's question was answered when her door flew open to an out of breath white unicorn with a well styled purple mane. "Twilight, its Rainbow Dash and Applejack, they, they,"

"Slow down Rarity, they're what?"

"They're," now Rarity voice was high pitched and squeaky. "They're destroying my store!"

"OOF!" Applejack grunted as she tumbled into a mannequin knocking it over and sending rolls of fabric flying. "Why you no good cloud chasing slacker, I'mma tan yer blue hide!"

Rainbow Dash dug at the floor with her fore hoof and snorted. "Not before I beat you so hard they'll call you Applesauce!"

"That's it!" Applejack yelled as she reared up on her hind legs and charged her at top speed. Rainbow Dash beat her wings and took off towards her as well. However there collisions never came, instead they were both held fast by a magical force. They were left inches away from each other, suspended in a purple mist.

"Stop it you two!" Twilight yelled as she barged in with Rarity.

"Stay out of this Twilight, Applejack has this coming to her!" Rainbow yelled as she struggled against the spell.

"Coming to me!? Why I never, you brought all this down on yerself!" Applejack yelled back at her also fighting to free herself.

"My store!" Rarity said on the brink of fainting as she looked at the destruction.

"You two need to calm down and let's just talk about this." Twilight said trying to reason with the two of them.

"Just stay out of this!" the two said angrily.

"No, I'm not gonna stay out of a problem that has my two good friends at each other's throats. Now either your both gonna tell me what you're fighting about or I'll leave you stuck up there all day!"

"I came here to drop off an order of apples for Rarity and Rainbow here sucker hoofs me!"

"Yeah...well...Applejack cost me my job!"

"I didn't cost you nothin' maybe if you weren't sleepin' all day and workin' the  
weather. Things wouldn't have turned out so bad for ya!"

"Wait, Rainbow you're not running the weather team anymore?" Twilight interjected, this was the first she had heard about it.

"I made some complaints to the mayor that we weren't getting enough rain, that the rain wasn't even following the schedules. Next thing I hear, Rainbow Dash was kicked out of weather duty." Applejack explained calming down. Then addressing Rainbow Dash, "Rainbow I swear I didn't try to get you in trouble, it's just that the apples were not getting nearly enough rain. Honest I didn't! Why would I want to get you in trouble?"

Twilight let them both down as the both seemed to calm down and then spoke to Rainbow Dash. "Rainbow Dash, what happened, you've been removed from the weather team?"

"It's true," Rainbow Dash said through a sullen looking face. "I've… I've been a little off lately. I just, I haven't been keeping up with the clouds, and I guess when mayor brought it up with the pegasus council…I guess that was the last straw."

"Oh dear, do you know what you're going to do?" Twilight asked.

"I got a new job, I was picking up the uniform from Rarity when I ran into Applejack I guess that I just lost it a little, and I'm really sorry Applejack. I've been kinda down for the past few days."

"It's alright Rainbow Dash, how about we help Rarity and clean up this shop?"

"Sounds good Applejack, sorry about the mess Rarity."

Rarity nodded and the four friends began to clean up the shop, talking and catching up on things, try to move past the little spat that had just happened, but then Spike burped up a parchment which prompted a the attention of the whole group.

"Twilight, this is good news," Spike blurted out "The princess says that you can attend the meeting, as well as have access to the history books in Lord Graywing's library!"

"Spike that's wonderful," Twilight exclaimed.

"She's given us a ticket to Canterlot, you leave tomorrow!"

"Fantastic! Let's help clean up this shop then go home and pack then Spike."

"Weird," Spike added. "She want's me to stay here..." his voice quite and unnoticed over the excitment.

"Twilight dear," Rarity chimed in, "Who is this Lord Graywing?"

"I'll explain as we clean but first, Rainbow Dash what was the new job you were able to get?"

With a loud sigh Rainbow Dash confessed, "Mail delivery."


	4. Chapter 4

Twilight Sparkle was astounded when Princess Celestia showed her the method of travel across Equestria and the eastern ocean to land of the griffons. A magnificent airship suspended high in the sky by an enormous series of balloons. A full complement of her pegasus guards and unicorns trained by Shining Armor were there to provide a royal escort. In addition to the guards, Twilight was informed that Spitfire, Soarin' and Fleet Foot were coming. She wasn't sure why, but was too enamored with the trip and had too many questions for the Princess to care.

"I've never seen this ship before Princess, did you have it commissioned for this trip?"

"No, Twilight, the Sky Chariot has been around quite some time, it hasn't seen use for ages, in fact I believe the last time we used it was when I had to see Lord Graywing regarding Nightmare Moon."

"Princess?"

"You see, Twilight it was our responsibility to raise the sun and moon, and when Nightmare Moon kept the world in the dark, let's just say that I needed to explain the situation to Lord Graywing." The Princess explained with a smile.

"That's what I really don't understand Princess, why would you have too? I needed to scour our library for even the slightest hint of Lord Graywing, but it sounds like, well, forgive me for sounding so bold, like you work for him." Twilight said sheepishly.

Princess Celestia warm smile eased Twilight's demeanor. "Not quite my little pony, you see a long time ago, Princess Luna and myself swore and oath to him. That we would raise the sun and moon for him. This was our promise, in exchange he gave us the lands to the west, what you know as Equestria, for our race to grow and thrive in peace under his protection."

"Protection, from whom?"

"The other great races, which all had eyes on Equestria's lands but were forbidden to take it from us."

"I don't understand Princess."

"That will be a lesson for another day, my pupil I suggest now you rest and in the morning we will be in the lands of the griffons and you might be able find the answers you seek in his libraries."

"Yes Princess," Twilight acknowledged as she curtsied and made her way to her quarters. She was indeed tired and had and exciting day tomorrow. As she prepared herself for bed she couldn't wait to tell her friends what she learned. She wondered just what they would say and considered what they might be doing themselves.

Rainbow Dash bobbed and weaved in between buildings and Ponyville citizens, swerving hard while maintain a low altitude, occasionally flipping sideways and galloping across the walls of buildings when she veered close to them. Gusts of wind followed her as a colorful rainbow followed in her wake. All the while reaching into her side saddle, grabbing letters and stuffing them in mailboxes as she went. She had proven to be the fastest mail carrier that Ponyville had ever seen, partly because she saw the town as one giant living obstacle course.

"Annnnd done!" Rainbow Dash exclaimed as she slammed home the last letter in bag. "Time?!" She said as she turned up to the sky and another pegasus that was watching her with a stop watch.

"Four minutes and seventeen seconds, a new record!" A bubbly voice called out, Derpy been timing her to see just how fast she was able to clear the southern route through town. "That was amazing, I have no idea how you do this so quic-Whooah!" Derpy's praise was cut short as her fluttering in the air waivered and sent her tumbling into a high hanging clothes line which through her off and sent her sputtering strait for the ground.

"Watch out!" Rainbow Dash yelled as she bolted under her and broke her fall before she hit the ground. "Ugh, you really need to watch out."

Derpy blushed, "I'm sorry, I have no idea how I didn't see that there."

"That's alright; Rainbow Dash's always got your back."

Rainbow Dash had been dealing a lot with Derpy lately, she figured it was punishment in conjunction with losing her cloud job but she didn't really mind. It took some getting used to, but she had managed to strike an easy friendship with her, it meant saving her from herself every now and then, but doing it made Rainbow Dash feel good about herself. A lot of ponies have always given her a hard time, Rainbow Dash was guilty of it herself, but after working with her for the past few days she had grown to like her and often ran routes with her.

"Well that's all for today, do you wanna go and pick up Dinky?" Rainbow Dash asked not sure of what to do, not having any plans of her own.

"Rainbow you got the routes done so quickly, we'd be their waaay to early, we should do something else, and I don't waiting around by the school house for her."

"Why?"

"Don't like the other waiting ponies, I'm pretty sure they all laugh at me when I'm not looking, probably cuz I ran into the trash bins outside three times."

"Aww come on, don't let some dumb ole' ponies get to you."

"I know they're just teasing, it's just I kind of wish they would take me seriously, at least in front of Dinky and her pals."

"Hmm, I see what you're saying. Forget it, let's grab something to eat then and kill some time."

Derpy's eyes lit up, "WE CAN GET MUFFINS!"

When Twilight awoke the next day, the airship had arrived in the land of the griffons, a place Twilight had only read about in books. As she stepped off the ship beside the Princess and the Wonderbolts she lost her breath at the sights of the city before her. There was a great city wall made of a dazzling white marble which protected a busting town far larger than Canterlot. Great stone buildings with exquisite masonry towered in every direction. Deep in the heart of the city laid a grand castle, such was its size Twilight couldn't fathom just how such a structure could be made. The inside was just as elaborate as the exterior, fine tapestries lined the walls, statues were strewn about, expansive murals spanned ceilings, and expertly designed glass window art consumed vast hallways.

Heavily armored griffons escorted the Princess and her entourage through the castle. Twilight felt exceedingly humbled before them, as they were much larger than the stallions that guarded the Princess and looked far more formidable. The only griffon Twilight had known was Gilda, but now surrounded by them she noticed that pony folk were dwarfed by them, save for Princess Celestia.

They were lead to high atop the castle via an exceptionally long staircase, and to a vast balcony that over looked the kingdom. In the center of the balcony there was a large stone table but aside from it and the views of the vast rolling vistas below they were alone.

"Will we be expected to wait long?" Princess Luna asked impatiently to one of the griffon guards.

Princess Celestia chuckled allowed, "Dear sister, has it been so long that you have forgotten Lord Graywing's desire for an over the top entrance?"

"Forgotten no, hoped he'd grown tired of it? Well, one can dream."

"Somethings will never change sister," Then turning to address Twilight. "Now my pupil today you hopefully will learn a great deal, after our meeting I'm sure you'll want to visit the castle library,"

"Oh yes Princess, I never seen such a place and I'm dying to find out how such a place came to be." She responded with wide eyes.

"Good, I want you to take record as much as you can here during our stay, perhaps it is time Equestria knows more about the world, and I think I know just the pony to document it."

"I would be honored to Princess."

"I expected nothing less," suddenly her ears perked and her head craned to the sky, "You can start taking notes now."

"Careful…Careful…"a worried Filthy Rich exclaimed as Rainbow Dash and Derpy as well as two other pegasus worked in Barnyard Bargains. They were delivering a large package to his store and he was nervous that they would be unable to get it inside safely. As the four of them huffed and wheezed and slowly set it on the floor of his shop, Derpy accidently kicked over a table knocking over knick-knacks, and shattering a glass bauble. "Oh dear now look what you've done, that cost money!" He advanced on Derpy, "You're going to pay for that, you can't just go around breaking anypony's merchandise and not pay for it."

"I'm, I'm so sorry; it was an accident I swear." Derpy eked out, shriveling away from his advance.

"Sorry? You know what I hate about sorry? It's a lousy excuse that everypony gives. Well you know what? It doesn't make things better does it? All it is an excuse. You know who gets by on excuses? Noponies that's who! Anypony whose somepony will stand up and admit what they done and not offer excuse. So which are you? Are you a somepony or are you a nopony?"

"Back off buddy, it was an accident nothing more!" Rainbow Dash interrupted him. She then reached into her saddle and cast out four bits on the floor. "There's your money now let us go and stop being a bully! Come on Derpy were out of here!" The blue Pegasus snatched up her friend by hoof and stormed off out the building with the others. As soon as they were short distance away from the store the other pegasus offered their farewells and went off to complete their routes. Once they were out of ear shot, Rainbow Dash began to complain out loud to her friend. "Geez what big jerk, can you believe the nerve of that guy. I know he's got a lot of money, but that doesn't make him better than the rest of us. I'm telling Derpy there is nothing I hate more than a bully. You know what I mean?" Rainbow Dash waited for the answer to her question but it never came. "Derpy, you know what mean?"

"I'm not a nopony…" a weak response came from the grey pegasus.

Rainbow Dash turned to see tear welled up in the eyes of her friend and rushed to comfort her. "Hey now, listen that guy was just being a jerk, of course you're not a nopony. He was just upset you broke his stuff."

"It's not just him Rainbow Dash, other ponies, all over town, at work, all over, they always talk about me. I'm never given any important jobs. Sometimes I feel like I will be doing this forever, and no one will give me the chance to do anything amazing. You know what that's like?"

Rainbow Dash rolled her eyes, "Yeah, I can relate to it. Come on, let's head into town and take our break."

The two wandered into to town and made their way to an outdoor café that over looked some construction, some ponies were setting up a booth across the street and they were in the process of putting up the sign.

"So you're saying that you didn't get into the Wonderbolts just because Spitfire was jealous that you would steal Soarin' away from her?" Derpy asked eyes wide with amazement.

"Yeah," Rainbow Dash said nonchalantly. "Truth be told I didn't even know they were a couple, it's okay though, just means she thinks I'm a threat. I believe that she thinks that I not only could take her stallion but probably her job. I mean if you ask me Spitfire really isn't that good." Rainbow Dash lackadaisically lied. She found that the best way to deal with her sorrow of that day was to make light of it. She still tossed and turned at night every so often but she tried her best to not let it get her down, or at least not show it to the world that it bothered her. "It's like, whatever, and don't get me started on kickin' clouds. Those guys in the weather factory are the biggest bunch of mor-"

"Rainbow Dash LOOK!" Derpy yelled interrupting her while pointing to the booth across the street.

The banner poster had been erected showing Twilight's brother Shining Armor pointing outwards with the royal guards standing behind him as well as the Wonderbolts flying in the background. Superimposed in the background were the words 'Are you ready to be somepony? Equestria needs you…be the pony she needs you to be!'

Twilight stood dumbstruck. Lord Graywing descended from the sky with the sun at his back so as she looked up to see, she was blinded to by the streams of sunlight that pierced between his wings. He landed gently on the ground before them, clad in brilliant armor that gleamed with a silvery radiance. He towered over the griffon guards that had led them to balcony, Princess Celestia only came up to his chest. Then to even further her shock, she saw something she had never seen before, Princess Celestia bowed low before him. The Princess had never knelt to anyone before.

"PSST!" a loud whisper followed by a swift jab to her leg brought her attention away from the sight. Princess Luna, who was also kneeling, had given Twilight a kick and gestured with her head for her to kneel as well. After realizing what was happening, and that by not bowing she was disrespecting him, she dropped so quickly she accidentally banged her head on the floor.

He acknowledged them with a slight tilt of his head and once everyone rose he addressed them, his voice strong with undeniable authority. "I trust your travels found you well," He paused waiting for the Princess to nod in agreement. "Am I also to assume that your presence here means Equestria will answer my call?"

"Equestria heeding the call of her true king? Ha!" A dark raspy voice echoed from behind the doors the lead them to the balcony before being flung open. Yet another imposing figure came forth a tall bipedal creature reminiscent of the diamond dogs that plagued the lands on the outskirts of Ponyville, however the one the entered was taller, and far fiercer looking and clad in armor of his own. "I'm sure they don't even know your name or the weight it carries. From the tales I heard, Celestia does not even let her subjects know that it's your armies that protect its borders."

"Fenrir, charming as ever I see." Princess Celestia responded to his brutish slander with poise and elegance as Luna offered the wolf a smile. Then turning back to Lord Graywing, "My Lord …" Celestia paused for a moment searching for words, yet another thing Twilight had never seen before. "If my Lord wills it, Equestria will stand beside him. I come here today though, to try and better understand, what it is that would move my king to request aid."

This was political talk if Twilight had ever seen it, never before had she seen the Princess tip toe over her words. Lord Graywing was slow to respond as if he was deciding they dignified a response. The dog-like creature she had addressed as Fenrir stood aloof as if he was annoyed by her request.

"A fair question," the griffon king responded. "One that deserves fair answer," He placed one fore claw on the round table and it instantly hummed alive with a magic Twilight was not familiar with. Instantly the depiction of the continent appeared on the table. "Southeast of us we are involved in a conflict that is growing large at an alarming rate. An enemy came forth close to a year ago with an army to challenge my rule in my own kingdom. At first they were of no major concern, as it seemed we were easily able to repel them, but with each defeat, they return stronger with more and more troops." As he spoke the table reacted to his voice and displayed with little apparitions to demonstrate the battles. "Therein lies the problem, the army seems to feed off of us."

Rainbow Dash looked down at a sheet paper before her. She had agreed to walk over to the booth with Derpy to just talk to them. Problem was, once they started talking, Rainbow started liking. The more they talked the more she liked. Now a contract was in front of her. With a few strokes of pen she'd be in the Equestrian Military. Everything moved so fast, but Derpy was right next to her and was already signing. She didn't know if it was the right thing but deep inside her, the need for excitement started building up in her again, she might not be a Wonderbolt, but she could still fly for Equestria. She, could still be a..

"Rainbow Dash! I'm in, I'm not gonna be a mail carrier anymore, I'm finally gonna be somepony!"

"That's awesome Derpy!" Rainbow responded. Something about Derpy's enthusiasm got to her. Something deep in her clicked. She looked at the stallion across the booth that sat in front of her. "Where do I sign?"

"I beg your pardon Lord Graywing, I'm afraid I don't understand," Princess Luna said. "What do you mean feed?"

"At first I thought the enemy to be traitors to the throne, but my troops tell me that after the first few battles they noticed some the troops they were fighting were our own comrades, fallen from previous battles. This has been confirmed, if one them is captured or falls to anything save the most grievous of injuries, they return to the battle field and fight against us. Once more, they will still return if grievous injury is not dealt to them. There numbers have swollen and they have grown countless. We believe they have fortified themselves with more troops by taking them from the wild tribes in the far east."

"My Lord, how is it that you have not been able to contain them and prevent their spread? I believed your nation's strength inexhaustible," Princess Celestia prodded.

"This foe," Fenrir interrupted. "Is like none other, its troops fight without fear, without regard for pain and strike out with no regard for their own lives. It is as if the whole army moves as one, and strikes as one. Each troop driven to complete its task weather it lives or not. I have seen my soldiers inflict wounds that would strike anyone down, yet they will not falter all the same."

"Who would do this?" Twilight spoke out. All eyes turned to her and immediately she felt as if she spoke out of turn. "I apologize if it is not my place, but who would want to hurt so many?"

Lord Graywing focused hard on her, then his gaze softened, he turned to Fenrir and nodded. Fenrir spoke and the table responded depicting a figure.

"We have very few contacts with him but those of us who have and have lived have told tells of a creature vested in blue armor, whose red eyes burn so bright they pierce your soul. His body is is coverd in blades sharper than sword; He flies so fast he shatters the sky and sets it on fire in his wake. He strikes as quick as lighting and as hard as thunder." The description given was illustrated in the magic table, so that they all might see the one responsible for all the pain.

"How do you propose victory my King, against such a terrible thing?" Princess Celestia asked appearing troubled by the news that was revealed.

"With your help" Lord Graywing said solemnly.

Twilight couldn't remove her eyes away from image, the only thought racing through her mind was just where such a monster could have come from.


	5. Chapter 5

**One year earlier**

 _"Sonic we need to hurry the warp gate won't last long!" Tails yelled out as he moved around feverously adjusting dials and instruments. His work shop was buzzing with energy and the noise created by a tear in the fabric of the universe was deafening. A rippling immaterial window leading to another world was suspended between two tesla coils by wild arcs of lighting. "It's now or never!" the two tailed fox struggled to scream out over the racket._

 _"Okay, Amy you're up first," the blue hedgehog said. "Jump through, and we'll be right behind you okay?"_

 _The pink hedgehog he addressed was a nervous wreck. There was fear radiating from ever part of her. "Sonic, are you sure this will work?"_

 _"Eggman doesn't know that there was one last portal to Fliki Island, not only that but it we needed all 7 chaos emeralds to power it, and it's still super unstable. We're going though, taking the emeralds with us, and destroying the machine. He won't be able reach that zone or us ever, okay?" Sonic reassured her._

 _"Okay, I'm just so scared" She stammered out. "I can't stop thinking about the others!"_

 _Sonic gave her a hug, long and tight, released her and kissed her on the forehead. "Me too kiddo, me too. Now go, I'll be right behind Shadow okay!"_

 _She nodded, but didn't once look away from his eyes as she backed into the portal and disappeared from sight._

 _Sonic swallowed hard, "alright Tails your next,"_

 _The two tailed fox reluctantly moved away from the instrument panel, and looked at Sonic, "Is this really happening? Did he really win Sonic?"_

 _"It's gonna be alright, see you on the other side okay?" Sonic said without acknowledging the question._

 _"Right," Tails took the hint, the last fight had taken a toll on all them. Some things were best left unsaid. He struggled to find words to say. "I suppose this is just the start of our next adventure right?"_

 _Sonic hugged him tight, "That's right, buddy. 'Cept this time you'll be the hero okay, you're nobody's sidekick."_

 _"Alright Sonic," Tails responded with renewed vigor at Sonic's words. "Let's go then." He turned and faced the portal and hopped in._

 _"Knuckles, you're up!"_

 _"Right," Knuckles headed for the portal, but was interrupted by sonic placing his hand on his shoulder. "Sonic?" He asked, turning to look at him._

 _"Take care of them for me okay?"_

 _"What do you mean?! Aren't' you…" Knuckles eyes went wide, but the staring into Sonic's eyes, he saw no room for protest, and he understood what hedgehog was going to do. What Sonic needed to do. He nodded agreeing to the request. "You were my greatest friend; I want you to know that." He moved to the portal again. "See ya around Blue."_

 _"Take care of yourself Red." Sonic called out to him right before he passed through._

 _It was just Shadow and himself now. The machine wailed in protest to keeping the portal open. They looked at each other for a moment, saying volumes without saying a word._

 _"I suppose," Shadow said breaking the tension, "I should go."_

 _"Yeah, once you take the seven emeralds out Tails said you'll have about 5 minutes to set the bomb and then jump through."_

 _"You sure want to leave them with me?"_

 _"I can't risk him getting them. He's taken enough; he's not getting them too."_

 _"Humph, Tails said the bomb will be big, so you better get going too."_

 _"Yeah…"_

 _"Always the hero huh? Off to spit in the devil's eye one last time?"_

 _"Something like that."_

 _There was one more hanging silence, followed by Shadow reaching to grab the first emerald from its location in the machine._

 _"Goodbye Sonic."_

 _Sonic turned and made his way for the secret pathway back to the surface of the Green Hill. As he climbed up the ladder he thought it fitting that it all began here, and now this is where it would end. Once he reached the top he lifted up hatch to nightmarish sight. The once lush green forests of Green Hill were burning. The smoke almost choked him as he peered around. Everything was bathed in an orange hue as embers swirled around him and tongues of fire lapped at everything from the ground to the tallest tree._

 _There came a terrific explosion from beneath him, the sound shaking him to his very soul. He was alone now._

Sonic opened his eyes, before him was the city of Robotropolis. He had been replaying the events in his mind ever since he left Green Hill. It was now he realized he was wrong. He wasn't alone. There was one more person he had to say goodbye to. His hands balled into tight fists, his teeth clenched. It hadn't been two full days since his defeat at the hands of the Egg Beater. Sonic's heart raced, if his friends had been there, they would plans and schemes to sneak in and get the drop on him. That was then however, today it was just him, and today there would be no sneaking. Today he was going knock on his front door.

Sonic swallowed hard one last time, and began his march to the city. He couldn't fathom why, but for the first time in his life, he didn't feel like running. As he walked steady and without fear gun turrets spun themselves and trained lasers on him and robot sentries aimed weapons, yet not a shot was fired. Spotlights thundered on and illuminated him for the world to see, but onward he went. As he approached the entrance the great doors to Robotropolis groaned and strained but opened wide for him. He entered and standing before him out in the open of an expansive courtyard stood his quarry. The tall rotund Doctor stood with his back to him. His red coat seemed to almost glow among the dreariness of his city. The only thing standing between the Doctor and the hedgehog was Metal Sonic, his greatest creation.

"Welcome Sonic," The Doctor bellowed in jovial tone. "What brings you to my little city?"

Silence.

"No jokes, my, my you must be pretty upset about me killing all your friends," He said, his voice filled with malice as he turned around to face him. "I will admit you're tenacious, coming hear so soon after your defeat, I'd figured you'd lick your wounds a tad longer than you did."

Sonic's fists were still clenched tightly, he moved into and aggressive position preparing to sprint forward.

"So, revenge is it? Very well, kill him."

Metal Sonic took off instantaneously, a stream of fire from his high powered turbine was left in his wake. Sonic erupted from his stance into a high speed dash to match his speed. As the gap closed, Sonic vaulted into a handspring, followed by a round off, to a triple backflip that ended in downward spinning kick. Metal raised an arm and blocked it, and countered having his body spin around, pivoting at the neck to strike at him with back of his metal fist. Sonic somersaulted back to avoid it, then again and again as his robot double advanced forward. Sonic dropped and swept at his legs with another spin kick which Metal boosted himself into the air to avoid. Sonic saw his opening and sprang into the air, rolled into a ball and struck him hard with a homing attack, which knocked both of them higher into the air and Metal Sonic off balance. Sonic then broke out of the spin attack and spun radially like a hurricane to add momentum to a brutal haymaker that sent the robot hurtling to the ground. Sonic than blasted into another homing attack downward, propelling himself at breakneck speed. Just before he connected, he rolled out of a ball and into a hard flying side thrust kick, drilling the robot about a foot into the ground at the abdomen, the impact sending chunks of cement flying. He then jumped back and repeated the attack except this time landing with both feet on either side of Metal with his fist driving his face into the pavement. Standing up and dusting himself off Sonic stepped over the downed robot and advanced on the Doctor.

"I didn't come to play with Metal Sonic, just you and me Ivo." Sonic said, cracking his knuckles.

"I really don't think so Sonic," The Doctor commented. As he did Sonic felt cold steel wrap around his left leg. He turned to find that Metal had clawed out of the hole he had put him in and gripped him tightly. "Well, at least Metal doesn't think so." He chortled.

Sonic heard his machine engine whir with power than felt an inhuman jerk on his leg as metal yanked and hurled him across the courtyard far away from the doctor. Regaining his balance he flipped over and managed to land on his feet slowing to a halt after sliding a few feet. He looked up to see him flip out of the ground and rocket towards him with an extended fist, he was moving much faster than before, but Sonic managed to raise his arms to block. He felt the slightest touch on his forearms and a saw the quick fading of a fleeting after-image before hearing the familiar sound of a sonic boom from behind him and feeling his back explode with pain. The force from the attack sent him flying, he regained composure and managed to flip and turn mid-air and land on his feet only to see metal sonic standing rigidly, his fist still extended from the attack. Sonic wasn't sure how he got behind him, but a smile crossed his face.

"Alright Metal, you wanna go fast, let's go fast." Sonic yelled as he began run in place faster and faster until he was in a full blown figure eight dash only being held back by his hand which was firmly pressed on the ground in front of him. He allowed his feet to slip against the ground so rapidly he began to char the earth beneath him like a sports car during a burnout. "Let's Go!"

Sonic gunned for him; a sonic boom left in his wake, Metal Sonic did likewise. They clashed back and forth only slowing down enough for regular sight for moments at a time as they struck one another. Sonic booms exploded all over the room from the two of them. They traded blows back and forth, neither giving ground to the other, eventually locking themselves in a high powered shoving match. They met in the middle of the courtyard head to head trying to out muscle one another. Metal Sonic's main thrust rockets roared away driving him on, but no ground could be given. Sonic figure eight dash sent chunks of dirt and clouds of smoke and dust into the air; however he too could not force his foe back.

"It's like things haven't changed between you and me." Sonic shouted out above the commotion of their struggle. Metal Sonic's cold eyes stared back into Sonic's; sometimes it felt like he peered into his soul. "My fight is with your master stand aside," Sonic pleaded with him, he wasn't sure why, but he had always felt connection to Metal, and whatever that connection was he tried to appeal to it.

No answer.

"You're just as stubborn as me, I'll give you that. Plus you're also the handsomest robot Eggman has ever made, however…" Sonic rolled backwards onto his spines letting Metal fly over him, planting both feet in his stomach and kicking upwards causing the direction of his rockets to force him into the ground. The force that struck him as he ricocheted off the pavement sent him into the air and his rockets flung him off course, buying Sonic precious time. "My beef is with the boss!" Sonic quickly flipped back onto his feet and raced towards the Doctor.

As soon as Eggman saw him toss Metal aside and begin to charge him he snapped his fingers and held both of his arms out. Immediately robotic arms rose from the ground and began attaching a metal exoskeleton that locked into his outfit. Once locked in the various pieces expanded, connected and transformed in a battle suit to fully protected him. Right before it was cover his head Sonic was able strike him with a homing attack. The strike sent him reeling as Sonic swore he saw a splash of blood as the suit consumed him, however he recovered quickly. "Persistent, didn't think you'd be in such a rush to die, but I'm a generous host rodent. I'll give you what you seek!" Eggman let off a salvo or rockets at him. Two dozen heat-seeking missiles screamed at Sonic, each one he was barely able to dodge, but distracting him enough to allow Eggman to close the distance between them strike him with an explosive right cross that Sonic flying before smashing into a wall, and falling to the ground. He started to get up, but before he could recover entirely, Eggman began to speak once more.

"Oh yes, Sonic one more thing," She chuckled as he pressed a button that rose a large green object from the ground. Sonic shook his head hard to clear it and then realized with horror what rose out the ground. The gigantic Master Emerald sat before him, glowing with unimaginable power. Metal Sonic effortless hovered over to it, and landed softly on top of it. "GET A LOAD OF THIS!" Eggman screamed out as wild ropes of green energy snaked from the rock and infused into Metal Sonic. Then with blinding flash, Metal's appearance had been altered, he now sported a brilliant golden shade instead of a deep Metallic blue.

"Aww man," Sonic groaned. "This just isn't my day…" then loud screaming, whistling noise filled his ears and he felt his stomach burst with pain as his Metal Sonic drove his hardened steel knee into his gut. The attack sent him flying back into a wall, as he body bounced hard against it. Sonic's head went numb from pain. Metal caught him by the throat before he landed and choke slammed him back into the wall. He then dragged him upward through the wall flying high into the air before hurtling back to the earth, flinging Sonic to the ground before he himself landed. The impact with the ground rocked Sonic's entire body with agony. Metal sonic casual landed down next to Sonic. He reached down and gripped Sonic by the scruff of his neck and hoisted him eye level.

"Hmm…is that all?" the Doctor said condescendingly. "It seems I've won Sonic, now it's time to put you in your place. Metal, stand aside."

The grip on Sonic's neck relaxed and the blue hedgehog fell to the ground. Metal hovered off to the side while the Doctor moved next to the downed hero. "After all these years, I Doctor Ivo Robotnik have bested you! The great hero of Moebius finally ends up where he belongs," He raised his right leg high. "Under my heel!"

Sonic winced, ready to meet his end, except it never came, instead a large crash was heard and Eggman was sent flying back. Sonic turned and looked behind to see what had stuck him. His eyes widened at what he saw.

Shadow hovered above him, the air crackling with energy around him; he had used the power of the emeralds to achieve his super form. He quickly scooped up Sonic and moved over to the Master Emerald.

"Sorry Doctor," Shadow called out with a smirk, "I deny you your prize."

"What the," Eggman sputtered out, "KILL HIM!"

But it was too late; Shadow began to absorb energy from the Master Emerald just as Metal had done, fueling his super form even more.

"Chaos…" Energy rippled around him and time seemed to slow down as he spoke the word. "CONTROL!" then with a flash of light, he and Sonic were gone.

Dr. Robotnik was flabbergasted… "Find him," He whispered. "Find him. Find him! FIND HIM!" He screamed.

"Scanning… target acquired." Metal Sonic announced.

"Well don't just stand there you pile of scrap, kill him!" The Doctor ordered. "Do you hear me Metal? Hunt him down and KILL HIM!"

Before Robotnik could even finish his order Metal Sonic had spooled up his turbine, took the sky and set off after them making use of his super form for as long as he would be able to sustain it. Robotnik watched him go until he could no longer distinguish Metal from the other stars in the sky.

When the light subsided, Sonic felt himself hit the ground. He was a too hurt to move, his whole body ached. Even so he knew the feel of soft grass when he felt it. As his vision cleared he saw a beautiful blue sky above him with trees blowing in a gentle breeze. He heard labored breathing next to him. He struggled to turn but was terrified at the sight that he saw.

Shadow lay next to him the seven chaos emeralds strewn about next to him, the vibrant color diminished to a weak glow deep within. Shadow was growing more and more pale as he struggled to breath.

"Shadow…" Sonic managed to speak out. He felt sick to his stomach and dizzy. It was all he could do just to remain conscious. "Shadow, what happened, where are we?"

Were…Gahhh!" He shrieked out in pain. "We're far away from Moebius, light-years away. I found an inhabitable world as far from it as I could before I-AHH!"

"Shadow! I told you to leave!"

"You saved my life once Sonic, gave me a future, gave me hope. This is my gift to you, forget about Moebius. Forget about Robotnik, about everything…"

"Shadow I,"

"Shut up Sonic, I don't have a lot of Errrghh!" Shadow's voice grew weaker "I expended far too much of the Emeralds…"

Before Shadow could finish Sonic's vision went black as he passed out from his injuries.


	6. Chapter 6

**Present Day**

"Citizens of Equestria!" Princess Celestia spoke out using her Royal Canterlot voice. "Today marks a magnificent day in our history. For too long have we hidden from the rest of the world, denied her what we Equestrians have to offer. For too long have we been content to never explore beyond our boundaries and view our magnificent world in all her splendor. To this I say, NO MORE!"

The princess stood high above the ponies in a high balcony on Canterlot Castle. The square below filled with ponies from across the land. Citizens from Ponyville, Canterlot and Cloudsdale of course were in attendance, but there were also those that hailed from Apploosa, Dodge City, Los Pegasus, the Crystal Empire, Vanhoover, and even are far as Manehatten and Baltimare. At the rousing words the packed crowds roared and stomped their hooves in praise for their monarchy. At her sides Princess Luna, Princess Cadences and Prince Shining Armor were there. The whole royal court's appearance was called for on such a grand day.

"For today we go forth! Today we venture beyond! Today we journey to places far and wide and join hands with those that share this world with us! I have no fear today my good, happy subjects for we are strong, we grow stronger every day and there is spirit that beats in each of our breasts that makes us a mighty people." The princess motioned above her to the sky and drew everyone's attention at an object that began to come from around the mountain and into full view of the square. "And to represent our strength, I give you, the pride of Canterlot, the jewel of Equestria…I give you…THE EQUUS FORTIS!"

Now the object was in full view, casting an enormous shadow over the city as it moved before the sun. A colossal airship that seemed impossibly large, constructed so great that one could build a small to moderate sized city on it, indeed you could as it was suspended by several gigantic balloons and thick billowing steam clouds held in by a tarp and superstructure of titanic proportions. Mighty ropes and chains rooted to the super structure held an enormous deck with at least seven levels.

The crowd's response was deafening. Workers from all across Equestria had come to Canterlot to build her, and now she flew for all to see. Thousands and thousands of Pony-hours had created one of the most ambitious projects Equestrians had ever seen and all it seemed as if all her inhabitants were here to view her departing on her maiden voyage.

Except for two ponies.

High in one of the castles guests rooms Twilight Sparkle looked out over the Equus Fortis with mixed emotions, next to her Rainbow Dash was dressed in her equestrian military uniform.

"Say Twilight you feeling okay?" she asked.

"Hmm?" Twilight said yanked out of her deep concentration. "Oh yes, I've just been doing a lot of thinking lately."

"I'll say, I can't believe it was you who designed her!" Rainbow said gazing at the air ship.

"Well Princess Luna helped me a whole lot Rainbow Dash."

"It's still pretty cool."

"It was a lot of hard work trying to put it together; oh I worked in a little surprise for you in the ship." She said with little bit of a devilish grin.

"A surprise?" Rainbow Dash said picking up on her smile. "What kind of surprise?"

"Now Rainbow Dash, if I told you, it would ruin it."

"Alright, it's just that I've already said my goodbyes to everypony else, and you've just, well you've been avoiding me like the plague ever since you came back."

"Oh Rainbow it's just that…Oh never mind its best you don't know."

"Don't know what?"

Twilight turned and put both hooves on Rainbow's shoulder, a desperate look in her eyes. "listen Rainbow Dash, just be careful out there. I can't say why but I just have really bad feeling about you going."

"Listen Twilight, now you're really starting to worry me, look have you seen that ship outside, what could possible be out there that could stand up to that?"

"Look, I can't say too much more, but I snuck this out because you might need it." Twilight said handing Rainbow a golden necklace with a ruby lightning bolt adorning it.

"Whoa, the Element of Loyalty, Twilight I don't think I can bri-"

"It's rightfully yours, and it may protect you when you need it most. Promise if you ever feel your in danger you'll use it."

"Sure Twilight sure…" Rainbow was nervous now, she had seen Twilight get worked up before, and sometimes it was nothing, but other times it was really bad. "Hey, I'll be fine Twilight, I promise."

Soon after the ceremony had come to a close, Rainbow Dash was off to join up with her division and take her place on the air ship. Twilight Sparkle had lingered longer, it had almost torn her in half upon her return with the Princess to find out that Rainbow Dash had joined up, once more, it burdened her significantly was that she had to hold back so much from her.

"I know it's hard, but you did the right thing Twilight." Princess Celestia reassured her as she joined her on one of her balconies. The Princess was aware of the situation for some time, as Twilight had put it down in her letters. "Rainbow Dash had made this decision for herself, and it was very important that she not know what we discussed with Lord Graywing. If fear started spreading we might not have been able to complete the airship in the time we did."

"I understand Princess, but I still feel guilty that one of my friends could be involved with something as dangerous as that blue monster."

"I too feel the same way for not only her, but for every stallion and mare on that ship. Twilight what happens now must be done. I promise you it is being done the right way."

"It just doesn't feel right to keep secrets from my friends, especially this one."

"Tell me Twilight, how comes your report on the lands abroad and Lord Graywing?" The Princess said trying to turn her thoughts.

"Very well Princess," Twilight said perking up. "The books Lord Graywing allowed us to borrow have really helped give tons of perspective to the world around and fill in holes in our own history."

"I look forward to reading your reports then," the princess said, proud of her you pupil. "Twilight I promise one day you'll be destined for great things."

It didn't take long for Rainbow Dash to run into Derpy once they started gathering for takeoff. They both were in the same division and had the same job of Air Rescue. It was their first time aboard and they quite taken with all of the interesting sights to see on the way to their bunks to store their belongings.

"Wow, this place is amazing, the last I only remember seeing the inside of the cloud and steam plant. Did you ever think it would be so big Dash?" Derpy said spinning around in circles as she walked the hallways.

"Never in a million years Derpy," she said, awestruck at the ship. "Never in a million years."

"I heard from some of the other ponies that were going up to the Artic North, others say were gonna track the dragon migration what do you think?"

"Well in-between rumors of us heading east toward the Griffons and another saying were taking the ship into orbit; I've decided to not believe any one of them." Rainbow Dash said with a smile, her comment making Derpy chuckle loudly.

"Okay, our rooms our just ahead," Derpy said rooting out a small shipboard map. "It looks like our cabin space is right next to the…Whoa cool!"

"What is it?"

"Well, you might not think its cool, but it looks like-"

"You've got to be kidding me!" an abrupt angry voice yelled out across the hallway drawing both of their attentions. Before them stood Spitfire, wearing her standard uniform instead of her Wonderbolt attire. "Since when did the Equestrian Military let in no good showboating losers?"

"About the same time they started recruiting ponies who were most qualified for the job!" Rainbow Dash shot back angrily then quickly took note of her rank, "Ma'am." The rest of the Wonderbolts rounded the corner and soon the corridor was filled, Soarin' came from around Spitfire.

"What's up Spitfire? Did you find our ro-," Soarin cut himself off as soon as he laid eyes on Rainbow Dash. "Oh hi, what, what are you doing here?"

"Just here to do my part for Equestria Sir," Rainbow Dash said, the bitter resentment she had spoken to Spitfire with hadn't ebbed as she stared angrily back at the blue haired stallion. The anger in voice threw Soarin' off a bit and responded with lowering his head and slowly trotting backwards two paces.

Spitfire grinned a little bit, "Yes Lieutenant, I did find our rooms, seems were next to the Air Rescue." Then turning here attention back to Rainbow Dash, "well then, Private, I guess I'll be seeing you around then." Spitfire quickly maneuvered her way through her team and made her way into her room, the rest of her team followed. Soarin lingered looking back at Rainbow Dash, then made his way in after the rest of the team.

"Well, this outta make things interesting," Rainbow Dash said to Derpy chuckling as she made her way into her own compartment.

"Did you see Soarin'? He looked awfully glad to see you Dash," Derpy said playfully as the two of them grabbed bunks and began to unpack their belongings.

"Let him, I'm not happy to see him. I say we try and avoid them as much as possible." Rainbow Dash said doing her best to keep a disinterested tone in her voice.

"You sure you're not happy to see Soarin' again Dash?" Derpy said, twisting the screw a little bit harder into Rainbow Dash.

Rainbow Dash grinned, "Well, maybe a little."

It had been three weeks since the Equus Fortis had left Canterlot and was now floating steadily across the ocean. Rainbow Dash and Derpy had gotten very well acquainted to their job in the Air Rescue. Day after day a large Sargent grading their every move directed them to fly out over the ocean in formation, two of them per stretcher. They were pretending to be picking sick or wounded and returning them as soon as they could by picking up buoys that were floating in the water, boring but at least was something. Day in and day out this was the drill. Rainbow Dash was excited that she was traveling so far from home, but she never the less grew restless as the days went on.

She had also done her best to avoid dealing with Spitfire or any of the Wonderbolts, which for the most part had gone well. There was always the accidental run in that ended up with Spitfire ordering her to do some extra cleaning around the ship that Rainbow Dash started to feel were anything but accidental. All in all however, things shipboard were easy and a tad boring, until one day, when she was called into her office by her Sargent with the rest of her division.

"Congratulations are in order for all of you," The gruff Stallion grunted out.

"Congratulations? For what Sarge?" Rainbow Dash asked not knowing what this was all about.

"Seems you got the attention of some higher ups, they wanted to give their compliments to the Air Rescue for demonstrating excellent prowess in drills performed the entire ride across the ocean."

The ponies in the room all stomped their hooves and high hoofed each other at the news, but it was Derpy who actually picked up on what the Sargent has just announced.

"Wait, across the Ocean?" She stammered out, "You mean we made it?"

"What? You didn't think we could?" He barked back at her.

"No Sarge, of course I knew we could do it, it's just, well what's out there?"

"Yeah Sarge, what are we going to do now that were over here?" a stallion piped in.

"Those are both valid questions that I will answer the best that I can. We've travled to the land of the griffons, were going to be picking up a lot of ground troops. After that, from what I understand," The Sarge stopped for a minute and gathered his thoughts. "We will be briefed on our mission and our objectives then."

"Mission?" Rainbow Dash question, "What mission?"

"You'll have to ask the 1st Lieutenant that one."


	7. Chapter 7

Rainbow Dash never thought she'd be doing what she was doing right now. She, Derpy and a multitude of other pegasus were pulled from their regular jobs to ferry small airboats to and from the mainland to the Equus Fortis which had docked. It had been revealed to them that they were visiting a bustling metropolis called Wyndia, the capital of the griffon empire. Rainbow Dash had seen a few griffons back from her days in flight school but now she was surrounded by them, and battalions of armored battle ready Griffon solider flew into the Equus Fortis. That was a surprise but what really got her was who the pegasus were tasked with bringing on board. Wolves, angry looking and armed to the teeth wolves. Bigger than the diamond dogs back in Equestria and clearly far more advanced the timber wolves of the Everfree Forest; the pegasus hauled them up to the ship in groups of twenty per air boat. There were dozens and dozens of teams loading them up and Rainbow Dash must have made the trip back and five or six times.

There was no time to rest after they were done loading up all the wolves on the ship as they were all called down to their respective compartments for a major briefing on what was happening. Rainbow Dash had mixed feelings about this; on one hoof she was hoping the brief would finally give her some answers, but on the other, she also hoped to talk with some of the griffons or wolves if they knew what was going on as well as talk military and see just what these troops they loaded on were made of.

As she made her way to her seat in their compartment, Derpy sat next to her and exchanged a hoof-bump, "So what do you make of today Dash?"

"Freaking crazy! Did you get a load of the Wolves?! They look like they could eat us for breakfast!"

"Yeah they look kind of tough, but I think our armored cavalry can take them! Those stallions are tough! Besides we can fly and they can't."

"You know what? You're right; maybe they're not as tough as they look."

"Alright can it!" their sergeant bellowed, hushing all the voices in the room. "1st Lieutenant's coming so look sharp." With that he peered his head out the door and began to look out and around for the Officer. After a moment he snapped back in popped to attention yelling out "Attention on deck!" This brought everypony to attention.

Rainbow Dash couldn't believe it but she almost lost it when Soarin' trotted in and gave the order for everypony to relax. She had no idea what he was doing here, but as long as he had some answers she supposed it didn't really matter.

"So I bet you guys have a bunch of questions," he began. "Hear me out and hopefully I'll be able to answer most of them. So first let's put a rumor to rest, Equestria as a nation has now entered the world stage, and now we're joining with the other races to help boost trade, economy, and all that good stuff. However, it seems that in exchange for all these things, we need to help the other races of this world. Well that's exactly what we are going to do. The griffons have been at war for a while, a war where they're getting their butts kicked. The wolves have joined them to help turn the tide but it's not enough. That's where we come in. Princess Celestia had this ship commissioned for this very job. We're gonna deliver fresh troops to the front, provide aerial support, a forward mobile base and retrieve wounded from the battlefield and bring them here for medical attention. I will stress this to you, we will be mainly playing a support role, but if the word comes down from the top, we are prepared to commit to this. I am honored to be able to command you fine mares and stallions of Air Rescue as well as serve my duties with the Wonderbolts. I know all of you will give your all and make our Princess proud. Alright I would like to draw your attention to the film screen, the Griffons have provided us with some intel on what we're dealing with, I suggest we all pay attention." With that he dimmed the lights and an old style projection fired up and began to play off information about the lands and the enemy that was plaguing it. Soarin' shuffled his way to the back of the compartment as it played, and took a seat next to Rainbow Dash.

All of the ponies in the room were all stunned and murmured as they learned about fallen troops returning to the battle to fight against them and swell the enemy ranks. They all cringed at the news of the blue monster and the video managed to hit home by it declaring if they were unable to stop the enemy here there would be no way to stop them. It would be a matter of time before it reached Equestria. Rainbow Dash tried her best to ignore Soarin' sitting next to her, until she couldn't stand it and leaned over and whispered to him.

"Hey, you and me, we need to talk," she spoke as inaudibly as she could. "Sir."

"Huh? What about?" he whispered back.

"How about why you're my boss while your crazy girlfriend, Spitfire, wants to put my head on a spike for even talking to you."

"Oh, yeah that…okay after the presentation come to my office," he muttered as he blushed a little bit at the accusation, then raising his voice to address the whole room since the video had ended, "alright, any questions?"

About seven hooves rose up so he stood up and took his place in the front again and began to answer them. Derpy, who had overheard the mumbling, elbowed Rainbow Dash to get her attention. "Dash you should give the guy a chance. He doesn't seem all that bad"

"I'm not worried about Soarin' Derpy, it's Spitfire that scares me." Rainbow said with sigh.

Rainbow Dash let the door close behind her and spotted four officers in the room with her, all of them Wonderbolts. She had never seen any of them before and assumed they must have been picked up from the contest a few months ago. They were all laughing and joking with each other until one of them noticed her.

"Can we help you?" she said, sounding upset as if Rainbow Dash had interrupted something important.

"Yes I was-"

"Oh wait, is that Private Dash?" another said noticing the name on her uniform, "Yeah that's her, Yo Lieutenant, Private Dash is here!"

"Oh good," He said from the back of the office emerging out from behind a cubical. "Alright guys, out."

"What?" One of them said taken aback by his request.

"I said out, all of you, this is private, so get." He ordered, in a nonchalant but definitely serious tone. With some moderate grumbling, the four other Wonderbolts got up and headed out the door. Once they all left and the door was shut there was a bit of an awkward silence that Soarin' tried to break. "So, you wanted to see me?"

"Yeah, after that whole circus you guys called a contest, why in the world are you commanding my squad. If Spit, er if the Captain catches wind of this she'll tear me apart, and I didn't even do anything!"

"Yes that, look I'm sorry for what happened at the contest, that day has been bugging me ever since it happened and when I saw you the other day, that you'd joined up. I knew that it was my chance to make it up to you."

Rainbow Dash shook her head, "Look Sir, you don't ne-"

"Soarin', please call me Soarin'"

"I can't do that now, not anymore, Sir, and to be frank unless you can turn back the clock and make me a Wonderbolt by talking some sense into your physco girlfriend, then you can't really help me."

"Listen, Spitfire and I have had a pretty rough on and off relationship. It all started with her ex-husband."

"What?! She was married?"

"Yeah, a while ago, to another Wonderbolt, he's retired now; He sort of treated her pretty rotten. I was new to the Wonderbolts when they were together. He used to pick up new mares left and right at each town that we performed in. But he was the Captain back then, and well, he ran the show. Spitfire just tried to ignore it. When he retired, she became Captain, once that happened he broke it off with her for good. Soon after that we had starting see each other, and everything was good. Then one day I was signing autographs for a pretty filly and she lost it. I've been doing my best to deal with it, I mean she's a good person and all but, she gets a little crazy if I talk to another girl besides her for too long. I tried breaking things off with her once, but it didn't work out so well." He tried to chuckle off the last statement but Rainbow Dash could see that it really bothered him. All of sudden she didn't feel angry towards him anymore. "She's really starting to drive me away, what happened to you wasn't anything new. She's always accusing me of doing things that just aren't happening and it drives me crazy."

"Look, I uh, I didn't realize things were like that," Dash said placing a hoof on his shoulder.

Soarin' perked up a bit at her touch, "That's why I volunteered to take over the responsibilities of the Air Rescue Commanding officer; I'm going to do whatever I can to get you on the Wonderbolts. You're one of the best fliers I've ever seen, and deserve a spot. I don't care what Spitfire thinks, that's one wrong that I gotta right."

Rainbow Dash's eyes watered up a bit at what Soarin' had told her, she tried to thank him but was too choked up say anything until she finally found her voice. "I don't know what to say…Thank you so much."

"As long as you and I can still be friends Private Dash, you don't need to say anything."

"Sure thing Sir, of course we can be friends." Rainbow Dash turned to make her way out of the room, pausing briefly to leave him with one last remark. "But there is something you should know Soarin', my friends just call me by name."

Several days had passed since the briefings and the Equus Fortis had moved forward towards the front. Drills had intensified, the newly brought on griffons and wolves worked with the ponies to help prepare them even more for the oncoming storm. Except now the storm was here. Soarin' had left to perform close air support with the Wonderbolts who were tasked to aid an elite team of griffon commando's with front line combat. Rainbow Dash and Derpy worked tirelessly with the Air rescue team to retrieve wounded and bring the back on board for medical attention and to prevent the enemy from turning them.

Over the next coming days the popularity of the Equestrians soared, as the wolves and griffons rejoiced at the return of their wounded comrades to safety. Weary fighters were finally given respite from the war in the massive airship. However the greatest praise was for the Wonderbolts. Smaller than the griffons and not as strong as the wolves, everyone had been skeptical at the sort of fight the pegasus would be able to bring, but fight after fight, battle after battle they showed that they were faster and more agile than the other races. Experienced weapon smiths from the wolves worked paw in hoof with Equestrian metal workers to create superior weapons for them, and almost overnight the word Wonderbolt was synonymous with victory. The war was turning and it was not long until everyone had their thoughts turned from whether they would ever make it home to the stories they would share with their families. Things were looking up and morale had never been higher.

Until the monster struck.

The day had started out like the others as the Air Rescue team leapt off the flight deck and headed towards the designated rescue area. Rainbow Dash noticed they were headed closer to the front lines than normal but paid it no mind as the clouds parted and the ground became visible. As they approached their designated area slowly but surely little specks came into view that Rainbow Dash had taken as wounded fighters. Her hooves touched down lightly with Derpy following a heartbeat later as the moans of wounded animals started to fill their ears. As they came upon the injured, writhing and crawling towards them for help the pegasus teams immediately set about picking them up and air lifting them back.

Dash and Derpy started scanning for injured noticing a lot more bodies than usual, when suddenly Derpy felt a hand grab hold of her hoof tightly. The sensation caused her to jump initially but she wheeled around to examine who had grabbed her. The shaky outstretched hand belonged to wolf soldier who was half buried under one of the fallen enemies. Rainbow Dash and Derpy quickly moved to shove the body off him, when they did it revealed a nasty stomach wound that made both of them grimace with empathy.

"Is… Is the monster gone?" The wolf stammered out.

Rainbow Dash looked the wolf over and saw him to be smaller than the others, not as fierce looking, and decided he must have been younger than the others she had seen.  
"Yeah he's gone," She spoke out to him gently. "You guys totally sent him home crying, I just need you to stay me with me right now. Okay tough guy?"

"Your…your wings…" the wolf choked out, a small trail of blood slipped from his mouth. "You're not a griffon…"

"Nope," Rainbow said checking his pulse at the sight of the blood he spit up; trying her best to not sound worried.

"Were pegasus," Derpy joined in elevating his head, while giving Dash a worried look.

"Pegasus? Like the Wonderbolts?"

"That's right kiddo; we came all the way across the ocean from Equestria to help. So don't you worry about any…" Rainbow was cut short by the young wolf's paw gently feeling her foreleg, staining her cyan coat with his blood.

"Your coat…your coat's so soft…"

Derpy checked his pulse at his neck, and looked up at Dash with a sorrowful look in her eyes as she shook her head. The wolf's breathing began to become more and more labored. Suddenly his grip on her hoof tightened and a pitiful dog whine escaped him.

Rainbow Dash clasped his paw tightly with both hooves "I'm right here little guy, we're right her with you."

Then with one last labored breath, his grip relaxed and he was gone.

"No," Derpy said softly. "No, no no…he was…was..."

"He wasn't alone," Rainbow cut her off. "We were here with him, so he wasn't alone at the end…C'mon; there have got to be others." Rainbow said wiping a tear from her eye as she stared at the wolf's still wet blood on her hoof.

As the two gently laid the wolf down, a bright light flashed in front of their sergeant and a scroll appeared. He quickly read it and then barked out new orders.

"You two," he said pointing at Dash and Derpy since they had no one on a stretcher. "Two clicks north of here we have priority retrieval. There has been a class W casualty, and we need immediate evac of injured personal. You copy that?"

The two swallowed hard at sound of this new information. "Sarge did you say class W?" Derpy quickly sputtered out.

"Rodger that Private, we've got an incapacitated Wonderbolt on the battlefield and we CAN NOT allow them to be turned against us. Now MOVE IT!"


	8. Chapter 8

The sound of battle filled the air as Dash and Derpy landed on the outskirts of their destination. They had never been to the front and thankfully been far away from the fighting, but now, here they were. As they slowly crept closer to their destination more griffons flew over their heads in tight attack patterns, and the tell tail sign of black smoke from the wake of a Wonderbolt also streaked by occasionally as well as wolves charging forward engaging the enemies ground troops. Rainbow Dash had seen the enemy in videos and heard stories but gazing on one the first time that was still alive was terrifying sight to behold. The eyes emitted a dull red glow, and they moved with an indescribable calmness even in the heat of battle. She saw wounds inflicted on them that would kill a pony thrice over before they fell.

"Rainbow Dash," Derpy called over to her partner over the cacophony of war. "What are we supposed to do? How are we supposed to find them?"

Rainbow Dash scanned the area are far as she could see, but knew it was futile, they would have to take the sky for an aerial view. She indicated by pointing to the sky. "We need to get airborne" She yelled back.

"But they'll see us for sure!"

"You stay here, I fly up and find them and come back. You watch my back from the ground okay?"

"Okay, be careful up there."

Dash Spread her wings and zipped up high in the air and quickly began looking over the area. It was hard to spot anything with all the commotion going on, so she began to circle around doing her best to avoid the attention of any enemy troops but she wasn't able to see any downed pegasus.

Suddenly, she felt herself being dragged down to the earth and sharp claws gripped her hind leg. Dash looked down to see an enemy griffon had managed to sneak up on her flank, next thing she knew she was roughly tossed against the ground. She quickly got up and regained her faculties as the griffon advanced and swung at her with its powerful sharp claws looking to tear into her face. Dash dodged the attack, spun around bucked him as hard as she could in his chest. "Back off!" She yelled as the force sent the griffon reeling back.

"Duck!" Derpy yelled out speeding to her friend. The instant the words left her mouth, Rainbow dropped to the ground allowing Derpy to sail over her tackling a bogey wolf who was charging towards her unprotected flank. After knocking him to the ground Derpy started stomping the wolf who was now underneath her as hard and fast as she could, before he over powered her and tossed her backwards. Rainbow Dash caught her and now they the two were surrounded as the rouge wolf and griffon both slowly stalked closer to them. The wolf had retrieved his weapon, a wicked sword with jagged teeth that could tear flesh and to make matters worse, both of them wore armor while the two members of Air Rescue were unprotected.

"What do we now Dash?" Derpy called out panicked and frightened.

"I, uhh…" Rainbow Dash's mind raced "Wait I got it, only the griffon can fly, you take off and get help, and I'll try and keep the griffon busy okay?"

"You want me to leave you?"

"No, I want you get help, I need you do it and do it now. If I can keep this fight in the air, the wolf can't get me. Now GO!"

Derpy beat her wings furiously and took off, immediately the griffon moved to intercept her. Dash quickly bolted upwards to intercept striking him as hard as she could with her hoof in a flying mid-air uppercut. It was enough to knock him off course and draw his attention from Derpy, plus she was high enough to avoid the wolf's attacks. She saw Derpy head off to the sky away from them so now she just had to hold the griffon off long enough for help to arrive.

"Alright you over grown turkey," Rainbow Dash said raising her hooves to boxing position. "You want a piece of me? Come and get some!"

The griffon let out a loud and wild shriek and charged her, diving with his sharp talons extended. She effortlessly air dodged him and struck quickly as he sailed past with a quick jab of her hoof against his face. The griffon spun around and engaged her swinging for her face again and again. Rainbow Dash was playing the defensive role, her lack of armor plus his sharp claws added up to one bloody pegasus if he got a hold of her. Luckily for her, he was very easy to read. His attacks were smooth and controlled, but exceptionally predictable. Even though his eyes glowed, there was deadness to them, and Rainbow Dash felt like this griffon maybe didn't have all the lights on upstairs. With a deep breath and a prayer she dodged another attack, and went on the offensive striking him as hard and fast as she could with sharp jabs and crosses at his face. She felt her hooves land home and they were good solid hits, but even though she was hitting him, his attacks did not let up in speed, pattern or rhythm. Once more it was like he didn't even try to block.

"Oh C'mon," She yelled out exasperated at the fight, she suddenly really wished she had armor, the metal shoes pegasus wore would definitely break this griffons beak, but she was getting nowhere fast so she decided to hit with something a little harder. Dodging another one his attacks, she spun and bucked kicking him as hard as she could with her hind legs. She heard a sickening crunch that made her stomach churn, and when she turned she saw that her right hind leg had buried itself deep into the griffon's neck. She knew it was deeper than it should be and the grizzled crushing sound she heard was probably his windpipe. She leaped away in horror; she had never done something like this to anyone before… She suddenly felt sick and dizzy as she saw the griffon choke for air. Then she was rendered with horror as he lashed out at her one more time swatting her viciously with the back of his claw, the force of the hit combined with the shock of what was happening sent her falling to the ground, and crashing roughly on her back. She tried to shake it off and get up, but before she could the wolf was upon her. He stepped over to her, straddling her body with his sword raised, saliva falling from his mouth on to the blue coat of her exposed belly. Rainbow Dash suddenly couldn't breathe and she closed her eyes tightly.

The sound steel tearing through flesh and bone sang out along with sharp pitched dog yelp, and suddenly the quivering Pegasus felt a warm sensation on her chest.

Rainbow Dash opened her eyes to see a gleaming silver spear ripping through the wolf's chest and his fresh blood dripping down on to her chest. A moment later he was hoisted up into the air, still whimpering and tossed aside. Dash was bewildered at the sight, even more at her savior.

Soarin' turned his attention to the griffon that was now dive-bombing towards him. He swung his spear and its bladed tip caught the griffon in the chest sending it careening off with a spurt of red mist arcing across the sky. The griffon stood back up and launched towards the Wonderbolt. Soarin' switched his grip on the spear and hurled at the griffon. His aim was true, it buried itself deep in the beast's sternum. Panting heavily he turned to see if Dash was okay.

"Soarin'?! Soarin' how did you-"

"Derpy found me and told me you needed help, I came as fast as I could, but I need your help right now, it's Fleet Foot, the monster…he, he hurt her real bad. Follow me but be careful, I'll try and clear your path." He said as he wrested the spear from the griffon, before taking to the air. Rainbow Dash obeyed and took flight behind him zipping to the very heart of the fight at high speeds. Any griffon that attempted to hinder them, Soarin' skewered and swatted with his spear, occasionally bashing them with his armor at high speeds sending them tumbling away to the ground where they were descended upon by packs of friendly wolf troops who tore them to shreds. It was only a few moments that felt like a lifetime but they managed to reach the designated area and Rainbow Dash's heart seized in her chest. Derpy was on the ground trying to administer first aid, she was soaked in blood, and Fleet Foot had a large gaping wound that was spurting her life blood everywhere. Two other Wonderbolts that Rainbow Dash couldn't identify lay motionless beside her. The two landed and Soarin' yelled out the situation trying to overcome the sounds of the fight which were almost unbearable now that they were in the heart of the battle. "The Monster, he attacked us and caught us off guard, we lost some Griffons of Wyndia's Spear, he got our two new recruits and made a mess of Fleet Foot. It's too late for the others, but you need to get her out here. Copy that?!"

"Yes Sir," Rainbow said starting to Fleet foot to assist Derpy in stopping the bleeding, until a deafening boom filled the air that froze her in place. "What was that?" she yelled, her hooves clasping her ears as she looked up to where the sound originated from.

"The monster, he can move fast, real fast, you don't recognize that sound? It's a sonic rainboom! Just without the pretty colors!"

"What?!" Rainbow Dash screamed. She had never heard a Sonic Rainboom, she had always caused them. Then she saw a blue glow streak across the sky with a trail of burning fire following it. It was high in the air but still visible, suddenly a ring of dark blue rippled around it and disappeared as another boom thundered across the sky as it jerked and changed directions. "That's the monster?!"

"Yeah, Spitfire's up there now with few more Wonderbolts and some few more of the griffons from Wyndia's Spear. We're going to hold him off until you can evac Fleet Foot then were pulling back I got to get up there and help out before he does this to anypony else."

"Wait Soarin', back there you... I just wanted,"

"Thank me later." He said curtly before he quickly took to the sky to join his team.

Rainbow Dash quickly turned her attention to Fleet Foot, Derpy had already bandaged her up the best she could. The bleeding had stopped but she had weak pulse and was going pale.

"We need to get her out of here but we left the stretcher!" Derpy protested loudly.

Rainbow Dash looked at the two lifeless Wonderbolts. "You need to carry her, I'm getting these two."

"Dash those two are…"

"Nopony left behind, c'mon let's rock and roll." Dash said as she quickly maneuvered one on her back and scooped up the other in her arms as Derpy gently lifted Fleet Foot off the ground. "Ready then, let's get out of here."

The two pegasus took the air and flew as fast as they safely could back to the Equus, maintaining a high altitude to not draw any attention. Fortunately the flight back was uneventful and medical teams immediately took in the precious cargo. Moments after Fleet Foot was rushed to the ships doctors the rest of the Wonderbolts landed and their attendants swarmed the deck to assist them with their weapons and armor however one voice rang out over all the commotion.

"Unbelievable!" Spitfire roared out in anger throwing her spear at the flight deck hard enough that it bored itself into the wood. "Absolutely unbelievable, I can't believe how you all handled that. You can't even begin to explain to me how we go for days sending these zombified freaks running and then one, ONE guy shows up and tears us apart?!"

"But, Captain, that was the Mon-" one of the Wonderbolts managed before he was cut off by an enraged Spitfire.

"AND WE'RE THE EQUESTRIAN WONDERBOLTS!" She yelled out so loud the entire hanger bay stopped. "We're the best Equestria has to offer Star Chaser! We only win, we succeed were all others fail; we snatch victory from the jaws of defeat! Do you copy that?!" she was now glaring down upon the young Wonderbolt her breath burning down on the colt through her flared nostrils.

Star Chaser lowered himself in submission, "Copy that Captain..." He mumbled meekly.

"Alright everybody," Spitfire said, the anger never leaving her voice, "I'm gonna check on Fleet Foot, everybody get some food down and get some sleep. Soarin' before you hit the chow hall take care of the armor and weapons. We need something better. Talk to the wolves, all those mutts seem to do is kill things, and when they're not, they're finding better ways to kill things. Let's see if they have got any ideas for better spears or armor. Everyone, we got a big day tomorrow, we're finding that blue freak and we're putting him in the dirt! You get me?!"

A few yes's and yeah's answered back to her.

"YOU GET ME!?"

"YES MA'AM!" all the Wonderbolts roared back

Satisfied with their response she wheeled around to check on her comrade. Upon doing so she accidentally slammed into Derpy who had been waiting behind her for her to finish. The collision startled her but sent the smaller grey pegasus tumbling over.

"Watch were you're going!" she exploded at her.

"I'm s, sorry Ma'am" She responded softly, "I just…"

"You just what?!" She barked leaving Derpy speechless. "Just wanted to waste my time I guess."

"Captain, that's out of line!" Soarin' defiantly spoke out on her defense.

Spitfire whipped around at her 1st Lieutenant "What was that Soarin', you got something to say? I didn't realize I asked for your opinion? As matter of fact I didn't realize I ever cared what your opinion was! Oh wait, don't tell me, she's _ANOTHER_ one of your little Air Rescue fillies?"

"Captain, this is not the time or the place for your wild accusations!" he yelled back.

"Oh, using your big stallion voice today Soarin'? Well tomorrow you better bring your big stallion fight. You had always wanted Fleet Foot's job, so you got it now! You've always been good at support combat; let's see how you handle taking point! Understood?"

Soarin' swallowed hard at the news, "Yes Ma'am"

"Hey!" Rainbow Dash yelled at her, emerging from the crowd and facing her down.

"You?!" Spitfire seethed without turning to face her. There was venom on her breath at the very sound of Rainbow Dash's voice. "Shouldn't you be cleaning something?!"

"Listen I know you had bad day, but being bully isn't gonna make things better!"

"You better watch who you're talking to Private!" she said slowly turning to face the cyan Pegasus.

"I know exactly who I'm talking to! Maybe you should know who you're talking too. Derpy and I were the ones who saved Fleet Foot; she was just trying to tell you that we also risked our lives to bring in two more of your team that weren't as lucky." Rainbow Dash shot back just as angrily.

Spitfire gritted her teeth and took a few deep breaths. Registering what was just said she calmed down just a little. Turning her gaze from Rainbow Dash to Derpy she extended her hoof and helped her to her feet.

"I'm, I'm sorry it's just that…"

"I okay Ma'am," Derpy said in a forgiving tone, "I understand."

Spitfire looked at the ground "As you were everyone," She muttered then trotted off to the infirmary.

After she left the room Rainbow Dash and Derpy both made their way to Soarin' who had slumped over on his haunches looking at the ground.

"Sir, thank you for saying the things you did back there," Derpy said trying to cheer him.

"Yeah don't mention it." He said not looking up from the ground.

"Don't worry about it Soarin', you where great out there, I'm sure Spitfire was just heated and will calm down before the nights over." Rainbow Dash said joining in trying to yank him out of his foul mood. "Besides the way you took care of those guys attacking me back there, I bet you could handle anything."

"Yeah, I guess I was pretty cool," Soarin' said raising his head bit and giving her a small smile, "I'm just glad I got there in time."

"I don't know what you're talking about," Rainbow Dash joked, playfully punching him in the arm, "I totally had those guys right where I wanted them."

"Is that so? Didn't look like that from where I was," he chuckled back.

"All part of my plan, you know, lull them into a false sense of security, then pow!" She exclaimed rising up on her hind legs with her arms outstretched.

The three of them giggled at Rainbow Dash's exaggeration of the events. Once the laughter died down, Dash came down with her arms wrapped around Soarin' neck tightly.

"Thank you for saving my life Soarin'," she said to him.

"Anytime Dash," he said hugging her back with one foreleg.

Then suddenly he shoved her away.

"Hey, what's the big idea?" Rainbow said startled at him. Then it hit her all of a sudden, she wasn't sure if it was the fear in Soarin' eyes or the hair in her mane prickling up, but something told her to turn around.

She found Spitfire was staring right at her.


	9. Chapter 9

"Wait! Hang on Spitfire, I can explain," Rainbow Dash said rising up on her hind legs, her forelegs raised in defense while she trotted backwards as the Wonderbolt Captain stalked closer to her. "It was just a friendly hug and nothing more, you see Soarin' saved my life out there and I just wanted to, uh, you know, show him my appreciation."

"Show him your appreciation?!" She growled. "Let me guess, you've been showing him your _appreciation_ ever since you boarded this ship!"

"No, no you got it all wrong, I promise there is nothing going on," Soarin' stammered out stepping in between the two mares.

"Oh really?" Spitfire said staring him down, despite him being taller than her. "If there is nothing going on then why did Star Chaser and the other Wonderbolts get kicked out of the office when you called her in to see you huh?! Were you looking for a little appreciation then too?"

"What?! Look I just wanted to talk to her about a private matter! That's all I swear!" he said, shriveling under scrutiny.

"No more LIES SOARIN'!" Spitfire screamed out, drawing everypony, as well as the nearby wolves and griffons attention as she roughly shoved him out of the way and closed the gap between her and Rainbow Dash. "As for you, if you think you I'm gonna let some rainbow colored filly that isn't worth a basket of apples steal what's mine? You're sorely mistaken!"

"Listen Spitfire, I swear there was nothing funny goi-" Rainbow tried to plead with her but was immediately silenced as Spitfire accelerated to a full gallop and began to charge her.

"Whoa! Calm down!" Rainbow yelled out as she leaped out of her way, narrowly avoiding her.

"Shut it you blue little...little...JEZEBEL!" Spitfire roared back at her, sputtering over her words with rage. "You want what's mine; you'll have to take it from me!"

"I don't want anything from you!" Rainbow Dash protested lowering her body in a submissive position.

"You want in the Wonderbolts, you want Soarin', and you want my job!" Spitfire accused as she dashed for her again this time too quickly for Rainbow Dash to dodge and rammed her has hard as she could with a head-butt that sent the blue pegasus crashing to the deck. Spitfire pounded the ground with her fore hoof aggressively, "Now get up, I'm not done knocking you down!"

"What?! No!" Rainbow Dash yelled back angrily as she pulled herself back to her feet raising all the way up, no longer in submission. "I always wanted to be a Wonderbolt, I used to idolize you Spitfire, but now I wish I never met you! You're just a paranoid, jealous mare who just bullies everyone around them! Plus you're crazy if you think I'm gonna fight a Captain."

"Everypony!" Spitfire yelled out to the entire crowd which had now circled them. "As your Commanding Officer I wish to make it known that rank does not apply here, right now its two civilians settling their differences understood!"

As the announcement was made Soarin' moved to intervene but was yanked back and held down by group of salivating wolves who were aching to see two girls, even if they were ponies, have a catfight. Soon the whole deck was cheering and egging them on and chanting for blood.

"Fight! Fight! Fight!" The crowd boomed.

A devilish grin crawled across Spitfire face as she turned back at Rainbow Dash. "Satisfied twerp?"

Rainbow Dash scowled back at her and pounded the ground as Spitfire had done. She snorted hot air threw her nose in anger. "You want to do this the hard way?! Fine!" She called out rising on her hind legs, bouncing on her hooves and lifting her forelegs to box. "We'll do this the HARD WAY!"

Spitfire roared as she charged Rainbow Dash again, Rainbow Dash was caught off guard by how fast she could move, realized she wouldn't be able to dodge her. She braced herself as Spitfire hit her head on, the two both tumbled over each over grappling for a good hold. They rolled over each other several times until Spitfire managed to pin her down. Her hind legs on either side of Dash's waist her left fore hoof forcing her down at the shoulder, Spitfire reached back and swung hard with her right hoof at Dash's face catching her hard against the cheek. She reached back again for a second swing, but Rainbow Dash used the momentum against Spitfire rocking her up and over the cyan pegasus on the Captain's down swing.

Spitfire scrambled to her hind legs, but didn't make it before Dash did and looked up only to receive a right hook across her own face. Quickly she raised her hooves up and blocked two more follow up swings that Rainbow Dash had sent her way.

The two circled each other, sizing each other for a moment. The crowd going nuts, money was exchanging hands now. The entire ordeal had gotten out of control but the two pegasus were two furious to care. Spitfire fired off a few punches that Rainbow Dash raised her forelegs to block. With her guard up Spitfire swung deep and uppercut into her stomach.

The pain thundered through her abdomen as she let out a grunt of pain and her forelegs dropped momentarily from the force of the hit. This was more than enough time for Spitfire to lash out at her. A strong right and left cross struck consecutively knocking her back, followed by a wide powerful right hoofed haymaker. Rainbow Dash was knocked off her feet and onto her back again.

"That's it!? I know you like being on your back and all, but this is a fight! C'mon, get up!" Spitfire said in mocking tone filled with malice.

Rainbow Dash roared back at the insult, trying to block out the pain, and quickly rose up. As soon as her vision focused she saw Spitfire lunging at her again with her right hoof. Dash quickly spun to avoid the hit and planted her hind hoof into her back and kicked her as hard as she could. The move sent Spitfire stumbling into a group of rooting wolves and griffons who caught her, turned her around and threw her back into the fight…Right into Rainbow Dash's right cross.

Spitfire's jaw sang with pain at the punch, but recovered fast enough to grab Dash's left fore leg before she could follow it up. That however did not stop Rainbow Dash from driving her knee deep into her stomach. Spitfire doubled over with a gasping wheeze that sent spit flying as she had the wind knocked out of her. Once hunched over she felt the blue pegasus' fore leg wrap around her windpipe and squeeze, cutting off her breathing and keeping her head close against her waist. She felt a sharp pain in her side, Rainbow Dash' was punching her in the side with her free hoof, then her vision started going dark.

"Well waddaya know, you're not so tough after all!" Rainbow Dash snarled as she tightened her choke with all her might as Spitfire struggled to breathe and squirm free. Suddenly she felt herself liftoff the ground, looking down she saw Spitfire's wings beating fiercely raising them high in the room. "Hey whaddya think your doinngggaaahhh!" she screamed out as Spitfire changed her flight path downward and drove Rainbow Dash's back hard into the ground. The collision forced her to let go of Spitfire and writhe around in pain, rubbing her back with her hooves.

Spitfire took in a few deep breaths then focused on the downed Rainbow Dash and quickly began to kick at her while she was still on the ground.

"You worthless!…no good!…pile of feathers!…you're nothing!… you're nothing! She yelled at kicking at her with each outburst.

Rainbow Dash's ribs burned more and more with each kick, however she knew they were rhythmic and on the very next kick she rolled away, causing her miss and allowing her to grab her foreleg and drag her down to the ground with her to grapple with her. Once entwined the two traded blows back and forth, throwing punches, biting, kicking, and yanking at each other's manes and tales. Until finally Soarin' managed to break through and jump in the fight with Derpy following him in. Both of them grabbed the two mares and pulled, yanking the two apart, until they were swinging and reaching at the air.

"That's enough!" Soarin' yelled out. "I have had it with you Spitfire! This is the last straw! I have always been faithful to you, I remember what Blitz Ace put you though, and I promised you I would never put you through that. It was never good enough for you, you never trusted me! Now you're beating up any filly that comes your way. I can't deal with that. So do whatever you want Spitfire, just know that you're not doing it with me. When we get back to Equestria, I resign."

Rainbow Dash instantly lost her will to fight, she had never wanted Soarin' to leave the Wonderbolts. "Wait Soarin', think about what you're saying!" She called out trying to get him to recant.

"If this is what it's going to be like, I don't need this Dash," he returned. Then turning back to Spitfire, "We are done!"

Spitfire bristled with anger, "No we're not Soarin'! Not by a long shot! You, me and that Rainbow Puke over there, we got a long way to go the three of us! Starting tomorrow, she's coming with us; the three of us are going monster hunting. I'll show you what kind of filly she is Soarin'. I'll show you why you and I are supposed to be together."

"No, you can't do that! She's not trained for that!" Soarin' protested.

"She's a good enough fighter," She responded coolly rubbing her cheek where one of Rainbow Dash's punches had hit her. "Besides I'm down three Wonderbolts, and I can promote whomever I want." She turned to Rainbow Dash who was being helped up by Derpy as she began to trot back to her quarters. "You always wanted to be a Wonderbolt. well congratulations, you're a 2nd Lieutenant now, and you fly with me and Soarin' tomorrow." She paused and looked at the grey pegasus helping her recover from the fight. "The more the merrier right? Bring your cross eyed friend."

 _Rainbow Dash cheered as loud as she could as the Wonderbolts soared overhead, performing an aerial Cork screw._

 _"Mommy those ponies are so cool!"_

 _"Well one day when you learn fly, maybe you'll be able to be one Dashie…"_

 _"Ooh ooh! Me next, pick me Ms. Cherilee!"  
"Okay Rainbow Dash, what do you want to be when you grow up?"  
"I'm gonna be a Wonderbolt!"_

 _"Yes! This is so awesome! The Wonderbolts perform at the Grand Galloping Galla every year. I can see it now…"_

The ringing in her ears was painful, the only thing she could hear beyond it was the pounding of her heart in her chest. She shook her head trying to remove the sensation but it wouldn't leave. Her back ached from the fall to the ground. She raised her head and saw a blurry figure charging her. Squinting she could make out the glimmer of a sword, causing her heart to race as she sat up on her haunches as quick as she could. She saw at her feet the reflection of the sun bounce off the spear at her hooves. With her vision clearing she could make out the enemy wolf clear getting closer spurring her to reach down, scoop up the spear just as the beast leaped into the air with his sword raised high above his head. Rainbow Dash gritted her teeth as she brought the spear across her chest and braced it with both hooves as the serrated toothed, blood stained blade came down. With the sudden ring of steel striking steel, the full chaos of the war erupted in Rainbow Dash's ears as the ringing and subsided. The wolf's hot breath stung at her eyes, as saliva dripped from his mouth the pegasus strained against the weight of the sword being forced closer to her face. Sucking in a deep breath, she dug deep for every last ounce of strength she could muster and shifted the spear sliding the sword away from her and striking the red-eyed wolf across the face with the butt of the spear. This sent him reeling, allowing Dash to rise from the ground, take aim and, with a yell, thrust forward, plunging it deep into his chest cavity. The wolf stumbled and fell as Dash twisted it tearing the wound open before yanking it back out and taking back to the sky.

War cries and battle orders rang out in all directions. The howl of wolves and screeching of griffons echoed across the battlefield. The stench of blood and death coursed through the air. It was her third day as a Wonderbolt she no longer gagged at taking life and inflicting pain, at least not until she got back to the airship. The first day after her fight with Spitfire had been rough, Soarin' had stayed with her and Derpy and kept them safe, when they weren't fighting, he and the rest of the Wonderbolts, save Spitfire, trained them night and day. She was exhausted, but there wasn't time for her to be weak, not now. She was clothed in the finest armor in Equestria, brilliant blue and gold hardened steel that stood out on that battlefield, daring all to challenge her. She gripped a modified Equestrian Spear, one that wolves had helped the ponies design that was easier to wield and better at its job. Lastly, she had decided to wear the Element of Loyalty around her neck. At first Soarin' protested, but Dash insisted. Now, even though she was exhausted, outnumbered and so far from home, she felt invincible.

"Forward!" A strong voice rang out; Rainbow Dash craned her head upward to see Spitfire striking down a griffon with one swipe of her spear while leading the charge of allied griffons and wolves. "Always forward!"

Rainbow Dash flapped her wings and took to the sky to join her. As she soared to formation Spitfire barked at her while skewering another griffon with ease, "What took you so long twerp?"

"Got caught up on a wolf Captain, I'm back in the fight now," Rainbow said deflecting the blow of another griffon before slicing its wing with the blade of her own spear, crippling it and sending it to the ground.

"Learn to stay in formation and maybe," she jammed her spear through the eye of another griffon. "You'd be able to keep up with me and Soarin'."

There were three teams of four Wonderbolts, together with the griffons, Wyndia's Spear they were reaping a fearsome toll on the enemy. Soarin' was leading their team as per Spitfire's orders. Each night she tore into him over everything he did wrong. Rainbow Dash was to be his main support, however it only being her third day on the job she was dead weight, but at least she was improving. Derpy shared Dash's role at support, but wasn't adapting as quickly as Dash was. Spitfire had rounded their team out herself placing herself at rear guard.

"Come on, were falling behind the other teams," Spitfire called out, her voice dripping with sarcasm and disappointment. "Come on Soarin' get us in the fight!"

"Right, uh…umm," He stuttered searching for a course of action, his eyes searching for point in the enemy line to lead them to.

"Now Soarin'! We're sitting idle while others fight!" she snapped.

"Give him a second!" Dash interrupted angrily,

Spitfire jerked around, faced her, then without warning sped through the air next to her and backhoofed in the face hard, knocking her aside.

"You filthy littl-" Dash exploded before being interrupted by the sound of griffon that had snuck up on her flank gurgling up blood that he choked on as Spitfire forced her spear deep into his stomach before she let him slide off and fall to his death.

"Seconds. Cost. Lives." She said coldly. "Remember that twerp, and for the love of Celestia keep your head in the game!" she said as banged roughly on her helmet.

Rainbow Dash swallowed hard, this had been the third or fourth time Spitfire had saved her life. Even though she was on rear guard she had easily more kills than the rest of the team, probably more than her and Derpy combined. She shouted orders across the battlefield to other teams when Soarin's hesitation would have been catastrophic. Screaming out inspiring words to spur the teams and their allies on and singing hymns of war when the fighting got its fiercest, pushing others to fight harder. Even though she hated to admit, Spitfire was Captain of the Wonderbolts for a reason, she's the best at what she does, and this is what she did.

"Those wolves down there," Soarin said pointing below them, "There being surrounded by ground troops they'll be overrun, if we do some strafing runs, we can thin their numbers and they should be able to hold their own." He said half ordering the team and half asking Spitfire.

"Rodger that Lieutenant," Derpy confirmed hovering next him.

"Yeah we're right behind you Soarin'!" Dash said gripping her spear tightly trying to bolster his confidence.

"Right then, let's move!" Soarin' commanded and took off, diving downwards into the fray. Spitfire, Rainbow Dash, and Derpy all followed his lead, rushing head long into the fight, moments before colliding with the ground they pulled and flew head on into a pack of enemy wolves. They dodged, skewered, tossed aside, rinsed and repeated thinning the pack before pulling up for a second run. They climbed a short distance, before U-turning and diving bombing a second time.

Just before crashing into the ground the group pulled up and headed into the strafe until Rainbow Dash heard a scream that sent chills through her bones.

"DASH! HELP ME!" Derpy screamed out. The grey pegasus wasn't able to pull up fast enough and crashed hard on the ground and enemy wolves were descending on her.

Without any hesitation Rainbow Dash U-turned and rocketed to her downed friend who was just managing to get to her feet just as the villainous wolf pack surrounded her. Derpy raised her spear, jabbing towards any wolf that came close, holding them off in a tight circle around her. Rainbow Dash ran her spear through the back of one them, breaking the circle and landed back to back with her friend, spear held taught against the wolves.

"I got your back Derpy, I'm right here with you!"

"Right," She confirmed.

A wolf leaped at Derpy, his sword held high, she rose to block it sending sparks into the sky as the wolf's blade scraped against the spear. Rainbow Dash flipped her bladed end of her spear backwards and stabbed past Derpy's waist gutting the wolf, then quickly yanking it out to deflect an attack made at herself. Derpy kicked the gutted wolf back and turned her attention to another leaping foe. To her surprise a hurled spear caught him midair and sending him back to the ground, she looked up to see that it was Spitfire who had brought salvation.

The Captain of the Wonderbolts reached back to her waist and drew an elaborate blade that only she wielded and charged head first into the pack. Spinning and weaving while slicing and slashing her way through them, she was surrounded by red mist as she danced through them, her blade singing a song of victory as it tore through flesh. Rainbow Dash likened her to a whirlwind of death.

Soarin' had also joined the fray with her using his brute strength as well as his spear, stabbing one while smashing in the face of another with his armored hoof. Derpy saw him crack a wolf's muzzle with a power charge that ended with his helmet crushing into his snout with a powerful head-butt. Soon, he completely pitched his spear into a swooping enemy griffon's breast, and proceeded to use his close combat prowess to rend his foes apart.

With the four of them on the ground they fought as one and dispatched them as quickly as they could. Soon the friendly wolves had reached them and joined the fray, easily stopping the now dwindled enemy. They all retrieved their weapons and took to the sky once more to renedezvous with the other teams.

"I saw that head-butt Soarin', pretty wicked," Spitfire commented raising her hoof up.

"What can I say, I try," he joked back completing the hoof bump.

"That was a good call; the wolves would have been in some serious trouble if we didn't support them," she said, actually smiling at him for once.

"Thanks Captain," he said pleased with the praise.

Rainbow Dash didn't get it, one second she was at his throat now they were all buddy, buddy?

"Hey Dash," Soarin' called back to her. "Sweet moves with that spear, and it was pretty gutsy doubling back like that."

"Thanks Soarin'," she beamed.

"Thanks for saving me back there," Derpy said, "All of you."

"Just focus kid we might not be there next time," Spitfire said coldly.

"Okay," Derpy said looking down with disappointment, then trying to change the subject. "But you were something else with that sword!"

"The Blade of Equestria? It's handed down from Captain to Captain," Spitfire said proudly. Then looking as Soarin' with hopeful eyes, "Might be yours one day Soarin', you know, if you want to stick around that is."

Soarin' looked back at her not sure what to say to her. "We'll see, I'm really not sure right now Spitfire."

Spitfire looked genuinely hurt and a little frightened at his response, and for the first time in Rainbow Dash's life, she saw Spitfire's shell break and the Captain of the Wonderbolts was now just a filly who just had her heart broken.

The moment didn't last long, a thunderous explosion echoed in the sky high above them. They all turned upwards to see a bright blue streak cross the sky with a burning trail of fire.

"He's here," Spitfire said, the sadness leaving her instantly replaced with something else, which Rainbow Dash could only describe as bloodlust.

"What's the plan Captain?" Soarin' responded quickly abandoning his role as leader to his Captain at the presence of the monster.

"Chase him. Catch him. Kill him."


	10. Chapter 10

The four Wonderbolts quickly set about rallying the rest of the fighting squadron, and with all 28 of the Wonderbolts in tow they headed towards the origin of the booms. As they flew in formation, Rainbow Dash saw Soarin' speaking with Spitfire. Whatever it was he was saying she was disagreeing with, but he seemed pretty set on convincing her. This became clear when the Captain brought the company to a halt mid-air.

"All right listen up," Spitfire spoke out enough for everyone to hear. "Soarin's got an idea and we're gonna run with it, I feel like it's a solid plan so let's hear him out," as she gestured to Soarin' who began to detail his plan.

"Okay, we all know we got our butts kicked last time, so I think we should try and tire this guy out. We're gonna do this by not locking into combat with him, I want everyone to fly in, strike hard and pull out, I don't care if you hit or if he manages to block, as soon as one of us finishes another will fly in. If we use our numbers he'll tire out or get confused with so many opponents attacking at once. Rodger that?"

"Yes sir!" they roared back.

"Good, now look, this guy has killed two of out friends and hospitalized Fleet Foot, so if this guy hits you I want you pull back and let the rest of us cover you. You're gonna let Rainbow Dash and Derpy check you out before you get back in the fight, that'll give you a clean bill of health, and get you breather. Rodger that?"

"Yes sir!" all but two of them roared back.

"Umm, Sir?" Derpy said from the back.

"Yes, you two, since you two have the most medical training and least combat training here, I think it best that you hang back make sure we lose nobody else." He ordered. Then, turning to two other stallions "Star Chaser, you and Quick Wing stay with them, if someone gets really hurt and they need evac, it's your job to get them to the Equus!"  
The two Stallions saluted their confirmation.

"Okay, everyone know their role?" Spitfire said, jumping in and taking back control as she got nods all around. "Alright, this is it mares and stallions, I say we put an end to this war today. We're cutting the head off of this snake. I know that some of you guys are scared. I'm gonna need you dig a little deeper and fight in spite of it. Everything bleeds, everything dies and this thing is no different. Some say he can shatter the sky and sets it on fire in his wake, I say WE PUT HIM IN THE GROUND AND SNUFF HIM BENEATH OUR HOOVES!"

"YEAH!" the group cheered.

"Some say he strikes as quick as lighting and as hard as thunder, I say WE ARE LIGHTING AND THUNDER!"

"YEAH!"

"Some call him a beast, death incarnate, a monster. I call him NEXT!" She said with a flourish of the Blade of Equestria which stirred the ponies under her to brandish their own spears and cheer.

A loud boom interrupted her rally as if on cue. Spitfire turned to see the blue streak heading toward them at a terrible speed; the group of fighters deep in enemy territory must have alerted him. She gripped her sword tightly and offered one last rousing word to her team. "Steel yourselves! For Equestria! WITH ME!" She bellowed out and charged forward.

As the Wonderbolts closed the gap. Rainbow Dash and the her three team mates branched off and took to a higher altitude to not draw attention to themselves and give them a clear view of the battlefield. She didn't like sitting out of the fight however the importance of the job Soarin' had given her outweighed her feelings. Still, she couldn't shake the feeling that she should be with them fighting, but for now all she could do was watch.

Spitfire sheathed her sword, grabbed her spear and aimed it for her enemy as the blue streak grew brighter and brighter as it drew closer and closer. Moments before impact she cleared her mind, it was moments like this she lived for, nothing mattered to her anymore, not losing Soarin' to that rainbow haired filly, not that cheating stallion Blitz Ace, not even Fleet Foot lying in the medical bay. none of that mattered now; all that was important was the fight. Now, inches away from her prey, she stared the red eyed devil in the eyes and once more, she relished it.

She thrust home with her spear, but even at these high speeds the monster deflected the blade with his blue steel arm bracer. Time slowed down and Spitfire's eyes locked with the monster's and the their gaze never broke as they sailed past each other, the sound of grinding steel filling the air as her spear slid against his arm sending sparks into the air. After passing him the Captain spun hard and pointed her spear at him just as the beast spun as well, fire spewing from his back-side bringing him to a screeching halt as he prepared to engage.

"ATTACK!" Spitfire yelled swooping in for another thrust. The pegasus swirled around the blue monster following spitfire's lead, diving in and striking before retreating back to the tight perimeter they kept. They struck again and again swiping and stabbing, quick and rapidly from all directions, however for each thrust, he parried, for every swing, he blocked, but so quick were their attacks they were able to keep him entirely on the defensive. This drew a smile from Spitfire, "Good work" She yelled out after an attack above the maelstrom of the battle. "He can't fight back, he'll tire out quick then we'll take him down!"

Spitfire was not sure if the monster spoke their language before, but all doubt was removed now, as it seemed to take insult to her bragging which manifested itself immediately. As one of the Wonderbolt stallions swooped in for thrust but instead of parry, the beast monster gripped tightly on the shaft off his spear with his metal gauntlet, twisted and spun violently flinging the Wonderbolt off course into one of his charging teammates who altered course the best he could to catch him without getting the wind knocked out of him. The sudden turn events caused a break in the fight as the Wonderbolts scrambled around him to fall into a tight formation surrounding him. The the monsters red unblinking eyes followed their movements and in show of force, or possibly arrogance the monster twirled the weapon expertly around his body displaying advanced prowess with the spear, as if he was daring them to attack once more.

Soarin' gritted his teeth at the flashy display, reared his forelegs and charged him swinging his spear looking to tear open his chest. The monster deflected the blow and countered, catching his side with the blunt end of the spear swatting him away in time to side-step an attack coming for his back. The monster spun around at his would be attacker, twirling the staff above his head before crashing down the pole of the spear on the passing Wonderbolt's helmet with his right hand. Before his attacker even had time to fall away, the monster raised his free left arm and blocked another attack that came from above, flipped his grip on the spear and hurled it backwards striking the advancing pegasus and bouncing it hard against his throat prompting him to drop his spear and grab his neck as he choked. The monster caught the falling spear on his metal foot and the spear he bounced off the Wonderbolt in his right hand. Then he expertly flipped the spear on his foot into the air, spun and kicked its pole end sending it flying toward his newest attacker that swooped in to relieve his choking comrade. The Wonderbolt saw it dodging at the last second, but not fast enough as the deadly silver missile struck him so violently that it tore into his armor and buried itself deep in his shoulder, sending him tumbling from the sky as he howled in pain. The sight and sound of which prompted the Wonderbolts to fall back and regain formation around the monster, aghast at the skill and ease that he was able to deflect their attacks and strike back at them.

"Head's up pony down, Star Chaser you're up!" Rainbow Dash shouted to her teammate while pointing to the falling Wonderbolt. As soon as his name was mentioned the young colt took off to catch his teammate. Rainbow Dash had been biting her hooves at the fight, things had started so well and then everything flipped on upside down and it appeared as if they were powerless to stop him.

Out of the corner of her eye, Spitfire saw one of her back up team move to catch her falling fighter. Seeing that allowed her to focus on her quarry once again, which quite frankly was scaring her fiercely right now. Spitfire had spent a lot of time on the battlefield and in battle training. Never had she seen anypony fight so eloquently and effortlessly. Not one on one, not in a group, and certainly not against all of the Wonderbolts. She quickly tried to formulate a plan, something to bring this foe down. However her concentration was broken abruptly.

"You are strong, you will make fine warriors," it spoke out with a deep monotone voice bereft of emotion. Cold and uncaring and echoing as if there was vast chasm within him. Spitfire was unnerved by its voice as it called out to them. It was almost as if the monster voice reached out and seized her very heart but Spitfire knew of nothing to explain this. "You will join my cause and aid me in purging this world of the evil that would see it burn."

"We'll never join you!" She screamed screwing up the courage to respond. "You're the evil thing in these lands, and we're gonna purge you from them!"

"Foolish creature," the monster boomed once more turning to face Spitfire, his red glowing eyes burning through to her soul. "You would reason with your Savior? He who would unite this world before the coming storm? How many more most I reap before you all shall see?"

Spitfire dropped her spear and unsheathed her sword; she wasn't sure what this thing…this monster was getting at. It was sputtering lunacy, and Spitfire knew that this had to end. "As long as ponies, wolves and griffons draw breath, I swear we will always fight monsters like you!" Spitfire gave the signal for her men to fall back as she slowly hovered closer to him. "I am Spitfire! Captain of Wonderbolts! The finest fighter in all Equestria! AND I WILL STRIKE YOU DOWN!"

"I am going crush you," the monster called out, readying the spear in his hand. "And scatter your feeble mind to the wind as your body bends to my will."

Spitfire flew at the beast with all her fury behind her blade and let out a cry of havoc that erupted from the pit of her soul that called out for blood. The beast launched towards her, twirling the spear and lashing out at her with equal ferocity.

Steel sang out across the battlefield as the sky burned red with the setting of the sun. Those who witnessed the struggle were left breathless, never had such a display been seen. Spitfire wove a tapestry of violence with each stroke of the Blade of Equestria. Her strength was unfailing after years of practice. She was tireless, unyielding, and constantly searching for a weakness to bury her blade into.

The blue monster's movements were fluid, precise and unwavering. There was no gap in his defense that her blade could reach; there was no fault in form that she could find. He dodged, parried, and blocked every strike with finesse and expertise almost effortlessly.  
They battled for minutes that felt like hours, Spitfire's strikes were getting stronger and more brash as it dragged on, fueled by her frustration. Her ally's screamed caution as they themselves were starting to see openings where before they could none. Then with a quick flash and twirl, the Blade of Equestria was stripped from her grasp and was sent tumbling to the ground.

Spitfire's heart froze as she gazed at the tip of the spear aimed for her exposed chest. Time slowed to a crawl as her eyes wandered from her impending death to the eyes of her allies, her one true family. They were wide with fear and horror and she couldn't blame them, but she always knew she would fall in battle, at least she always had hoped she would. Then her eyes gazed at Soarin' last which caused her very soul to rattle in terror.

The spear plunged forward and Spitfire for the first time in a great while felt powerless as the blue haired stallion shoved her roughly. Her heart was crushed as she saw his armor crack and give, followed by blood spurting forth in rivers that poured freely. As the world returned to normal around her and the screams of her teammates filled her ears, she abandoned the fight and took off; her forearms reaching to embrace her falling savior as he tumbled through the air with a face strewn with agony. He was no more than a few beats of her wings away before she embraced him tightly and gently escorted him to the ground, the Wonderbolts swirling down to surround and protect them but were ultimately futile as the monster discarded their attacks with ease and soon stood before them staring down on the bleeding stallion and weeping mare who cradled his limp body. He stared at them for a moment or two then stepped forward. His heavy footsteps signaled Spitfire's impending doom, and she couldn't manage the strength to turn away from Soarin'.

"NOT ONE STEP CLOSER!" Rainbow Dash yelled out before landing between them spear aimed at the monster. Derpy landed next to Soarin' placing one hoof on Spitfire's shoulder while looking to see what she could do for Soarin' as she examined the wound.

"Will you creatures not learn?" He said advancing, then quite awkwardly he stopped mid step. "That jewel, that is a…" the monster stopped mid-sentence his finger extended to the element of loyalty adorning Rainbow Dash's neck. Suddenly odd sounds began to burst out of him. Loud whirring and buzzing followed by harsh static and back feed filling the air. The sound caused everyone to cover their ears with their hooves and Rainbow Dash saw his red glowing eyes flicker and red lines of numbers streamed around his eyes. The blue monster raised his arms and gripped the sides of his head letting out a scream that filled the air causing confusion and caution to ripple amongst the Wonderbolts. Once the scream subsided the monster began sputter out mad phrases of incoherent verbage and arcs of lighting jumped around him, coursing over his body, causing Rainbow Dash to jump back. "What's hap,hap,happening" His voice repeated over words like a broken record..."I cannot…I cannot fail…I'm,I'm…I am the Ultimate Life form!" Nopony knew what was going on but now everypony was terrified as his voice altered instantaneously to that of another creature, raspy and gruff, and distinctly different from the monotone voice they heard before as if a recording was being played.

"Dash what's going on?" Derpy called out in fear.

"I, I have no idea." She said keeping her spear trained on the monster.

"Can't focus...Mu,mu,must control," The monster said his voice reverting for an instant before slipping back into the other voice. "It all starts with this…A jewel containing ultimate power."

"Are you talking about the Element of Loyalty?" Rainbow Dash yelled out to him confused and curious.

"That's a good one! YOUR Emerald!" The monster responded a different voice came out, strong and deep yet oddly not fierce at all. "Talking to you is waste of time!" Then the monster screamed out in agony again, falling to his knees as more back feed filled the air. His original voice returned once more. "You must sur,sur,surrender that jewel to me at once!"

"What are you, crazy? I'm not giving you this! It's mine!" Rainbow Dash yelled back.

"Look who's calling who a thief!" the non-threating voice came back.

"What are you waiting for!?" Spitfire screamed through her tears, "He's weakened, kill him!"

The Wonderbolts quickly steeled themselves and charged the downed foe. As they all closed the gap the monster snapped his head up and yet another voice came through, this one was pleasant and cheerful, almost playful. "Your too SLOOOOOW!"

The monster rose with frighting agility and struck out at his attackers, far faster than before. Bouncing from Wonderbolt to Wonderbolt, breaking bone and crippling them as he went leaving sonic booms in his wake. In moments the rest the remaining Wonderbolts were either lying motionless or writhing in pain. The only ones left standing were Derpy, Spitfire and Rainbow Dash, all of whom crowded around Soarin' terrified at this display of lunacy and violence.

Rainbow Dash's mind raced, then she swallowed hard, knowing what she had to do. Turning to Derpy, she placed her hoof on her shoulder, "Derpy, You need to save as many Wonderbolts as you can, I'm going to lead him away from here. You get everyone to safety, and Derpy you need…NEED to tell Twilight Sparkle so they can guard the other elements okay, I don't know what's going on but he wants this bad so he'll probably be looking for the others too."

"Wait! Rainbow Dash!" Derpy cried out in protest but it fell on deaf ears and the blue pegasus took to the sky.

Rainbow climbed as high as she could as fast as she could. Like clockwork the blue monster climbed with her. Once she was certain she was high enough she allowed the monster to catch up to her. Gazing him in the eyes she knew that this was the only way to save her friends.

"You want this?" She said pointing to her necklace. "Well come and get it!" With that she took off into a dive bomb moving faster and faster, the blue monster hot on her heels. She felt the pressure build around her as she sped for the ground, and finally heard the familiar snap of the Sonic Rainboom as the night sky lit up with all the colors of the rainbow as she took off as far as she could away from the Equus, a bright rainbow trail in her wake. As she raced for the horizon she glanced back and saw the monster was practically right on top of her. She didn't know how far she went, didn't care, every mile she put between them was more Wonderbolts saved, however the Monster's patience didn't last and Rainbow felt his metal grasp on her wing.

A sickening crack filled the air and Rainbow Dash howled in pain as the monster brought them to sudden halt breaking her wing in the process. Suspending high above a forest at least a mile in the sky. He reached down with his free hand, and ripped his prize from her neck. He then gazed intently at it lost in thought. Rainbow dash heard the sound of back feed and buzzing.

"Who...just who do you think you are anyway?" she cried through her tears.

The monster grimaced in the pain that that plagued him before turning and speaking to her in the friendly warm cheery voice. "What you see is what you get, just a guy who loves adventure. I'm Sonic the Hedgehog!"

Then he dropped her.


	11. Chapter 11

Rainbow Dash fell rapidly to the ground, her aerodynamics thrown off by her wing awkwardly outstretched in a broken position. As the spiraling ground grew closer and closer, she did everything she could to push the pain out of her mind and use her free good wing to stretch wide to soften the fall. She caught the wind current and by the grace of Celestia there was a steady updraft. She glided drunkenly closer to the ground, still warbling terribly in the air and was no doubt bound to crash, but she felt a wave of relief wash over her once she pulled out of the free-fall.

The victory was short lived as she discovered that she was sailing directly into the forest below her. In moments, she descended below the tree tops, and try as she might with her broken wing she could not regain altitude and collided roughly into a tall evergreen, then fell towards the ground, slamming into branches on the way down. One branch struck her broken wing, causing her to send out a high pitched scream that echoed through the forest before she collapsed on the hard ground awkwardly twisting her right fore hoof as she landed on it.

She lay for a few minutes breathing hard, trying to calm down. Now that the impending danger was gone the pain in her wing came throbbing back, coupled with the bruises incurred by hitting the tree and the ground. After her pulse dropped she sucked in air, and using her good legs and a nearby tree for support, she forced herself to her hooves. Testing her twisted hoof lightly on the ground sent a coursing pain up her leg that told her she wasn't galloping anywhere for at least a couple of days. She looked up to the sky. The sun had completely gone down and strange stars were over her head. She felt a gnawing in her gut that screamed out for home, but this wasn't the time to be homesick. She had to get back to the Equus back to the fight she thought as she stepped forward. The pain set her leg on fire as it climbed up her body, her knee buckled as she collapsed back on the ground. She let out one last cry of agony before her world went black.

It had been relatively quick, albeit a quiet, ride back on the small transport airship to Canterlot. Spitfire had it arranged for the injured Wonderbolts, Derpy and herself to be transported back. She kept telling herself that she needed to ensure the safety of her team, deliver updates to Princess Luna and that they needed to replenish their ranks. All of it lies. True, all those were things that she needed to have happen, but she could no longer stand the looks of the wolf and griffon commanders. They had been the toast of the evenings when they brought victories, but the devastating loss at the hands of one foe was too embarrassing to endure.

Now here she was, kneeled before the Princess, her head held in shame as she delivered the news of what had happened. Her men were rushed to the Canterlot hospital and royal guards were dispatched to the homes of those who didn't make it to inform their loved ones. She felt sick to her stomach as the words of failure spilled from her mouth, drawing horrified looks from Princess Luna.

"I offer you no excuses Princess," Spitfire concluded her report. "Several good ponies were lost under my leadership, and upon engaging the enemy in combat I was defeated and lost possession of the Blade of Equestria. My life was spared only by the noble sacrifice of Soarin'." She choked a little prepping herself for what was to come next. "I accept full responsibility for our failures and am prepared to announce my resignation."

"NO!" Princess Luna shouted out surprising her as well as the guards in attendance. "While my sister is away on royal matters I have the final say in matters that involve the Equestrian Military, and I refuse your resignation!"

"Princess Luna?" Spitfire questioned? Slowly raising her head to view her monarch.

"Your service to Equestria has been stellar, you are bar none the most premier fighter of the Equestrian Military. Your dedication and drive molded you into the finest soldier we have in our modern rule. Nay, your resignation in refused, Equestria is threatened and needs you to be her shield! Equestria has enemies and needs you to be her blade!" Luna said using her royal Canterlot voice, thundering through the chambers. Spitfire trembled at the voice and lowered into submission at the sight.

Princess Luna focused and a brilliant purple light began to emanate from her horn, a dazzling flash filled the room and once it receded a dark mist filled the space between the royalty and the warrior, strewn with millions of star like particles caressing a magnificent deep blue set of armor accented with shimmering silver and a sword whose appearance was that of quicksilver in the moonlight with engravings and decorative art etched into the blade along with words that no common tongue could utter that hovered in the starry mist.

"Rise, Captain Spitfire! I present you with the Eclipse Armor, steel poured by the solar flares of the sun, given form by the strikes of meteors and hardened in the sea of tranquility herself! May it protect our Champion against all who would wish ruin upon Equestria! And yay! Behold with thine eyes the Solar Vindicator! A blade hewn from the star clusters on Orion's Belt! Her edge ever fine, eager to root out evil even in the blackest of nights! You, my Champion shall be clad in the finest armor! You, my Champion will armed with our mightiest of steel! You shall strike fear in our enemy's hearts!"

The armor and blade hovered to Spitfire who looked on in astonishment at the Princess, unable to respond.

"Once my sister returns you will be given your orders, until then rest well. I'm certain you'll need it.

Spitfire bowed low to the princess before taking her leave.

Pinkie Pie was doing everything she could to keep the Cutie Mark Crusaders from crying their eyes out at the news; however she was largely unsuccessful, probably because she was bawling herself. When Twilight had announced the Princess had requested an audience at her tree house library, that the Wonderbolts had returned home, the whole town of Ponyville and most of Cloudsdale flocked to welcome home their very own Rainbow Dash. The event turned deeply sour when the news came that the only one who came back was Derpy who only seemed welcomed by the small purple filly Dinky that Rarity's parents had agreed to watch while she was gone.

The cause of despair was the message that came with Derpy and the Princess, that Rainbow Dash had sacrificed herself to save everyone. Once more that the Princess had called the ponies closest to Twilight Sparkle to inform her that the Elements of Harmony were in danger. As Derpy recounted the events of the battle the ponies hung on her every word, cringing in horror at the violence described, as she came to the close everypony was speechless save for one.

"So you don't know what happened to her?" Scootaloo piped up, her voice hard to understand over her tears.

"Well the last I saw was her flying away into a Sonic Rainboom with the monster hot on her heels," Derpy explained.

"So you mean she can still be alive then?" Scootaloo pressed on. "That means we can go save her!"

"Well, uh..." Derpy fumbled for words to tell the small pegasus but was interrupted by Applejack.

"Darn tootin', we just can't ignore anypony that needs our help, 'specially if that pony is Rainbow Dash! Whaddaya say gals, are you ready to go get our friend?"

A cheer rose up in the room as all the ponies cheered in agreement save for Fluttershy who cowered behind Sweetie Bell and Applebloom, Twilight Sparkle who kept relatively pensive, looking to the Princess for guidance, and the Princess herself who seemed to be thinking long and hard, before responding to the crowd.

"I'm not sure you all understand the dangers of what is going on over there, but together you have saved Equestria from a nesting dragon, saved the Crystal Empire, and stopped Discord as well as Queen Chrysalis. I have faith that there is nothing you all can't do if you work together."

Twilight Sparkle nodded and then addressed her friends, "Alright everypony, get ready, we leave tomorrow to save Rainbow Dash!"

Rainbow Dash opened her eyes to sound of heavy rain. Her body ached and her back was stiff from lying on a cold stone ground.

 _Wait a minute... stone?_ She thought to herself craning her neck, she also noticed the rain wasn't falling on her. As her vision adjusted she saw that she was lying on the floor of a cave and the rain was falling heavily outside the mouth of it. A figure was standing by the entrance, but it was too dark for Rainbow Dash to make out who it was, so she groggily called out to whoever it was.

"Hey, where am-" She began to ask but before she could finish her question the figure moved from where they stood to on top of her in the blink of an eye. Rainbow Dash felt the weight of the stranger pressing on her limbs, keeping her firmly on the ground and a hand placed firmly on her muzzle shutting her mouth forcefully and keeping it shut with a firm grip. Rainbow Dash panicked and tried to fight them off with all her might but she was too weak and too sore to overcome them. She tried to scream out but all that could come out was almost inaudible whimper through her closed mouth.

Lighting cracked across the sky outside, illuminating the cave for an instant revealing her captor. Rainbow Dash trembled as she caught sight of his blue spiked quills, even though he was preoccupied with the entrance to the cave enough to not be looking at her, Rainbow Dash could tell it was the Monster that had fought the Wonderbolts. He must have captured her after all, but where was his armor? Why would he take off his armor? She felt a wave of terror wash over her as a far more important question suddenly arose. Where in Celestia's name was her armor?! Tears began to well in her eyes, as her mind reeled with thoughts of what was about to happen to her. She began to cry, emitting more whimpers this time drawing a response from the monster.

"Ssshh! They'll hear you!" He said a hushed voice, the cheerful one he used when he dropped her. Rainbow Dash never understood how something so evil could sound so kind. That's when the sound of clinking metal outside the cave became audible. Straining her eyes to see what was coming she saw what looked like armored group of wolves walk by, their swords drawn and hacking at foliage as they went. Even in through the rain Rainbow Dash could see their red eyes causing her to hold her breath.

 _Is he hiding me from his own men?_ She thought, but her question soon was answered after a few tense moments when the wolves passed by and the threat of discovery was gone and the monster eased off of her gently before collapsing on the ground next to her.

"Sorry about that," he spoke out. "I just had the feeling those guys probably weren't looking for you to get an autograph. They've been looking for you ever since I found you in the woods. How ya' doing?"

Rainbow Dash was surprised and taken completely off guard, "How am I doing?" Then quickly gained her composure as s rush of rage filled her. "How am I doing?! Well let's see, you're responsible for countless deaths and the treason of half a country, you kill half my team, you snap my wing in two, leave me to fall to my death, and you drive a spear through the only stallion that I ever oh never mind! You've got some nerve!"

"Whoa, hold your horses!" The Monster raised his hands in surrender with a shocked expression on his face then he relaxed and chuckled a bit. "No pun intended."

"You got jokes! At a time like this!?" Rainbow Dash was livid, now he wasn't taking her seriously. She struggled to raise herself up but was unsuccessful and fell back down letting out a small yelp.

"Easy, easy, you got pretty banged up out there, listen I have no idea what your malfunction is, but you woke me up in the middle of the night when you yelled after you ran into a tree, looks like you hit yourself harder than what I thought, because I haven't done any of those things!" The monster explained as he moved over to a wood pile and struck rocks to ignite a flame which illuminated the cave.

"You liar!" She screamed at his hypocrisy.

"Look horsy, err, birdie...Whatever you are. I'm a lot of things but a liar isn't one of them! I found you in the woods, brought you to this cave, bandaged you up the best I could and fed you water and kept you away from those goons!" The monsters voice was getting irritated but still didn't change.

"You're ridiculous, I bet you can't even look me in the eye and say that with a straight face!"

The monster let out and angry sigh moved, closed to her, grabbed her by her shoulders and pressed his face an inch from hers. In the glowing light of the fire Rainbow could see him clearly and gasped at his features. Instead of piercing red eyes that still gave the young mare nightmares, there were warm, vibrant emerald green eyes that she could see no evil behind.

"I found you in the woods," He repeated, the anger gone from his voice, only sincerity remained. "I brought you here, I bandaged your wing, and kept you safe. That is all that happened."

For a moment the two just stared at each other, Rainbow Dash desperately seeking for any tells that he was lying, but found his words genuine.

"I" she said, still not believing how this was possible "I believe you."

The creature released her and sat down next to the fire, the air still tense. He poked at the tinder with a stick and gestured to the side of the cave. Rainbow Dash followed his gaze and saw that her armor was set aside neatly. "So, you're some kind of solider?"

"I'm not just some kinda soldier, I'm a Wonderbolt! You're talking to the fastest flier in all Equestria!" She bragged.

"Oh really?" the blue animal said with a cocked eyebrow and grin before quickly wiping it off his face. "So tell me how did the fastest flier in all of, Equaa...Equaa," He struggled.

"Eee Kwe Stre...Ahh" Rainbow Dash pronounced for him.

"Equestria," He repeated, pleased he was able to say it properly. "Sounds like a one horse town if you ask me." He said chuckling at his own pun which forced Rainbow Dash to roll her eyes. "So that's where you bird-horse things come from? Or is that the name of this place?"

Rainbow Dash struggled a bit but managed to prop herself along the wall of the cave to better talk to him. "Are you kidding me? What are you, new?"

The blue creature scratched his head, "You could say that, I'm not really from around here. I've just been hanging out in these woods for few months, you know, keeping to myself."

"Well for starters, I'm not a bird-horse thing, I'm a pegasus, second we prefer the term pony, not horse, and yes, I'm from Equestria, but that's across the ocean, we're in the land of the griffons. The things that look like a lion and eagle smashed together." she explained

"Oh, I've seen a few them flying around. Well pegasus, so how did the fastest flier in Equestria crash into a tree?"

"Well that's the confusing part; I was flying when, well I swear it was you, you grabbed me and broke my wing, and took the-" Rainbow Dash clutched at her neck involuntarily. "Oh no no NO!"

"What's the matter, what did 'I' take?" he said concerned for reaction.

"The Element of Loyalty!" Rainbow Dash exclaimed, seeing the strangers puzzled look she shook her head in exasperation. "It's a necklace. It's a necklace that's very important to me and my friends back home. I have to get it back!"

"Hold on, you're not getting anything like this, you need to sit tight."

"I suppose your right, but pegasus bones heal quickly so I might be able to get out of here in a couple of days."

"Days?! Have you seen your wing?"

"I'm a Pegasus, I know that might not mean anything to you, but our bones heal fast. I'll get better, return to the Equus, get some back-up, then kick whoever's butt that was and get it back!" she said rubbing her hooves together at her plan.

"Whatever," Then the monster look alike stretched out, slumped over and closed his eyes.

"Are you going to bed?!"

"It's late."

"But, but, what about the Element of Loyalty and the war going on!"

"Well the way I see it, you aren't going anywhere for at least the night, I have no idea about anything you're talking about, plus you seem to have it all figured out sooo" He said as he rolled over.

"Well," Rainbow Dash began to protest but feeling tired herself agreed with his logic. "I guess you're right." She let out a yawn and gently laid herself back down and closed her eyes. "So I've never seen anypony like you before, just what are you anyway?"

"I'm a hedgehog, Sonic the Hedgehog." He said as he turned and blew out the fire.

The Pegasus eyes shot open as she felt her heart leap in her chest.

"Are your orders clear Captain?" Princess Luna questioned her Champion. Celestia stood next to her in the Audience Chamber of Canterlot castle. Beside Spitfire stood Twilight Sparkle, Rarity, Applejack, Pinkie Pie, Fluttershy and Spike.

"Yes my Princess, I will accompany them in the royal Airship to Wyndia, once there I will escort them across the land Griffons to help locate the Element of Loyalty and rescue their friend Rainbow Dash. It will be my honor to protect them."

"Excellent, we have arranged with the Wolf commander to provide you with fresh supplies if you need it and additional support to aid you in your quest."

"Yes my Princess." Spitfire responded.

"Good luck and safe journey, to all of you," Princess Celestia said as she nodded her approval. The airship will be departing later this evening so everypony get ready." Then with a wave of her hoof she dismissed them. They all bowed and exited the chambers; Luna trailed after them taking her leave from her sister.

"Dear sister, stay awhile won't you?" Celestia called out to her younger sibling.

"Whatever for? We have important duties to uphold." Luna said doggedly trying to exit the room. She suspected her sister wanted to speak with her regarding Spitfire's resignation.

"Don't you use the 'Royal We' on me! Just how did you arrange for support from the wolves?!" Celestia questioned as she trotted over to her sister.

"Well if you must know my dear sister," Luna said turning up her head haughtily away from her sister. "I asked."

"Asked who?" her sister asked accusingly.

"A friend, well, a friend of mine anyway," She answered coyly and began to prance off teasingly.

"You know how I feel about you talking with 'him'" She shouted at her disapprovingly.

"What's the matter sister? Don't tell me you're afraid of the big bad wolf?" She yelled out mockingly as she exited the room closing the doors behind her with her magic, and headed to her chambers.

So pleased with herself at ruffling her sister's feathers, she felt she deserved a little time off in her room she decided as she crossed the grand hall with all of its stained glass art that depicted great moments of Equestrian history.

"Princess Luna," a whisper carried by the wind called out to her.

Surprised, the dark blue Alicorn wheeled around at the direction of the voice, her eyes narrowed at its origin as her shock gave way to anger.

"What do you want villain?!" She hissed.

"We must talk princess," the whisper responded.

"We have nothing to speak about Discord!"

Princess Luna faced one particular stain glass window. Staring into the eyes of the living depiction of Discord.

"That's where your wrong Princess. We have much to speak about."


	12. Chapter 12

"I highly doubt that you and I have anything to talk about, however I'm certain my dear sister would be tickled pink by the idea," Princess Luna said curtly as she dismissed the stained glass apparition and continued to trot to her room, shutting the door behind her and sitting at her vanity mirror where she began to brush her hair. However the visage of Discord would not be ignored so easily. It manifested itself in her mirror mimicking her action by brushing his stag horn. Princess Luna sighed, knowing that unless she put forth great effort in blocking the Lord of Chaos's ability to project himself from his stone statue, she would have to listen to him. "Well out with it then, I don't have the time to deal with your mad ramblings and the sooner you finish the sooner I'll be rid of you."

"My, my, such a temper and I have done nothing to deserve it."

"I'm waiting."

"Well, you see I'm in a bit of bind and I could really use a very special somepony to help."

"I shalt not crack open thine statue and set thee loose upon our world. If that is what thou wishes, see if thou can cozy up to Celestia."

"No, no, no, you misunderstand, I don't need your help to be freed from my stone prison. Especially since I've been free of that infernal cage for quite a few months now."

"WHAT?!" Princess Luna blurted out, and then with flash of deep blue she vanished from her room, reappearing outside in the castle courtyard before the Discord statue. It was hidden, to keep safe from accidentally being smashed open, yet upon her arrival Princess Luna found it to be shattered into hundreds of pieces. "B-but how?" She stood bewildered, before teleporting herself back into her room to see Discord's likeness in her mirror painting a picture of himself that also happened to be reaching back and painting him.

"That took too long," He mused as he continued to paint while being painted.

"Explain villain! NOW!"

"Gladly," He grinned as he set fire to the painting as the other him screamed in agony as it burned alive to ashes which he scooped into his hand and smeared on the mirror in a big circle. As he spoke, images appeared in the ash smear to help explain what he told her.  
"You see Princess, a few months ago there was an exceptionally large spike in chaos energy in our world, normally I would need hundreds and thousands going absolutely mad to break free on my own, but alas, Lord Graywing and your stuck up sister keeping everything running so smoothly I have been largely unsuccessful at escape attempts, until this little ball of madness shows up." The ash displayed a forest setting for a moment or two then with bright flash of light two figures appeared out of nowhere. Princess Luna was unable to identify them, but noticed that one of them resembled the image of the monster Prince Fenrir had displayed them, the other, though similar to the other, it wasn't blue at all, instead he was colored black with red stripes on his spines. "Now these two fellas right here teleport in out of nowhere, but not using magic, the make the jump using Chaos! Pure unadulterated Chaos energy. The likes of which I've never seen, the amount was so, great I was able to burst forth merely by its arrival," he chuckled giddily.

"Chaos Energy? where did such beings come from that can manipulate it so!?"

"I never cared to ask, but watch closely would you? The blue one must have taken quite a walloping, because he passes out right on the spot, but the black one...well let's watch shall we?" Discord said playfully as he gestured to the mirage made of ash. Luna gazed as the picture focused on the black and red creature as its breath slowed and his squirms grew stiller until there was no movement what so ever. Luna was perplexed as to why Discord wanted to show her this poor creature dying until the unthinkable happened.

The black and red animal rose up with a start to its knees, back arched as far as it would go, hands raised to the sky balled tightly into fists letting out a sky shattering scream before slamming both of his fists back into the ground crumbling the earth around him and then being enveloped by a violent golden explosion that sent the blue one flying off into a pile of brush and debris. Once the smoke and brilliance of light receded, the creature stood, however no longer black and red, the being seemed to be made of fire! Blinding yellow flames that lapped off of his body, his eyes pulsing with red rings of energy as it let out a maniacal laugh that sent chills down the Princess's spine. Then in an instant the creature's laugh stopped, and look of surprise came over it as another flash of light teleported away.

"Annnnd cut!" Discord said cheerful. "That last bit was my doing, you see, I sealed that fiery little bundle of joy away, deep in the recesses of a chaos void."

"What...what is that thing?!" Luna said terrified of what she saw.

"Not sure, I can tell you this though, that thing, whatever it is, is bad news. I tried to look into its mind and there is nothing there but death and destruction. No rhyme or reason well, its pure chaos!"

"Then why would you seal it away? I would think you would invite it over for afternoon chocolate milk clouds or whatever it is you eat."

"Ah, I see your wit has not dulled in those thousand years up there in the moon. You see, yes I love chaos, I love anarchy, but you know what I don't love?"

"What?" Luna said with a roll of her eyes and an exasperated sigh.

"WHEN SOMEONE STEALS ALL THE FUN FROM ME!" Discord's roared. His voice grew loud, deep, and violent as his comical appearance shifted into a menacing demonic form which sent Princess Luna tumbling backwards in fear. Quickly he regained his composure and returned to his normal form. "Sorry about that it's just that I can't have any fun if this guy kills everybody. You understand don't you?"

"Why, why do you need my help?" Luna asked, still fearful from the transformation of the Lord of Chaos.

"It is taking a great deal of my power to keep him contained, that's why I haven't had any fun lately. What is worse is he is growing stronger as I grow weaker."

"Why?"

"Now this is a real doozy. A few months ago we have yet another visitor," he spoke and gestured to the ash again. Luna saw their world from a solar view, and witnessed a comet hurtling to strike its surface, as it drew near the comet slowed to a stop and revealed to be another creature, blue like the other. Then Luna realized it was the monster Prince Fenrir had revealed. Then she saw Discord approach it in an incorporeal form and reach into the monsters chest. "Now this is where it gets interesting, this one here, while he may look like the others, is different right down to the core. While the other two well at least the one before it turned into that yellow raging death machine, are like you and me, are made of flesh and bleed when cut open. This one has steel for a hide and has lightning coursing through its veins. His mind was filled with numbers and logic. So all I did was introduce a little Chaos to all that logic. I had hoped to have this one defeat the yellow one. He was easy to persuade, he is now entirely devoted to stopping the yellow devil. However, I fear I may have corrupted him a little too much, I think all the logic when swirled around seems to have driven him a tad coo-coo."

"A tad! It's responsible for the war in the east!"

"Well, it seems to think it needs to build an army to defend the world. Clever little thing does it by controlling the minds of others. Problem is, as he does this, he imposes strict order over them. No chaos. For every soldier he gets, I get weaker."

"So now your little pet is killing you and you want me to stop it?"

"Not stop it, just mend its corrupted mind a little. I can only introduced a tad more chaos then intended, if you can bring just enough order to control him, that would be peachy."

"And for what reason in all Equestria would agreee to do such a thing for you Draconequess?" Luna demanded.

"Because you must my dear," The draconequess in the mirror responded gleefully as he moved towards the center of her vanity mirror as the reflection behind him grew dark and filled with a myriad of stars as well as their own planet. "These three strangers to our world have become intricately woven into the very fabric of this worlds future," As he spoke the visage of the yellow devil, the blue monster that plagued the the lands in the east, as well a the third, also blue creature that arrived on her world all appeared and stared menacingly back at the princess. "Their actions would see your lands razed and all of Equestria consumed darkness and fire if you stand idle. You must act to alter to the course of what may become of this world and bring the blue monster to aid us in our cause. We need you to be the princess...neigh... the true hero that Equestria needs!"

"If such a thing were true," Luna scoffed, however the certainty in her voice wavered, "How would such a task be possible?"

"Magic, duh. Zap him with your horn, get in his mind, and undue a little of what I did. Nothing to it."

"You speak of a mind meld! Your plan is absolute madness Draconequess! We would need to be in close contact with the monster to do as you ask!"

"Mmhmm, yep."

"How our We supposed to accomplish such a goal?!"

"Not my problem. If you want to be the one to single handedly end the war and stop the world from a certain fiery annihilation by turning the monster against the yellow devil making you the undisputed hero to your people, then I simply must insist that you do a little legwork on your own." He said stretching and yawning.

"Fine, but answer me this. Why did you come to US, and not my sister, Discord?"

"I don't like her." He said flatly before instantly disappearing, leaving Luna to contemplate.

The sunlight poked its way through the trees as morning came to the woods and found an exhausted Rainbow Dash dragging herself through them. She had bided her time in the cave until the monster had fallen asleep; luckily he snored allowing her to slink out in the middle of the night. Her twisted foreleg burned and her wing protested loudly in the back of her mind, but she was undaunted in her desire for escape. She had limped, pulled, and strained her way as far from the cave as she could. She was able to locate a small clearing and plopped down to recover. Her wing was mending, but she estimated it would be another two days or so before she could take to the air.

As she sat, she desperately tried to get her bearings on just where in the woods she was and how she would ever make it back to the Equus. She also couldn't understand how the monster, this Sonic the Hedgehog was behaving. The only reasonable assumption she could make was that he was clinically insane. Leaving her to die one moment, saving her life the next, and not remembering anything added up to mean this guy was one crazy psycho that was really dangerous. She closed her eyes and buried her face in her hooves trying to make sense of it all, this guy didn't seem like a world conquering dictator type, but he sure did the other night. How could somepony's personality change so abruptly? It didn't matter anymore though, she had escaped and spent the whole night putting some ground between them. She raised her head to the sky and took in a deep breath. She heard the rush of leaves and felt strong gust of wind in her mane. It hadn't been long but she already missed the feeling of flight. She slowly opened her eyes to gaze at the morning sky above her.

Green emerald eyes stared back at her as Sonic held his face inches from hers, a big grin across his face. The unexpected arrival caused Rainbow Dash to yelp with surprise at the abruptness of his appearance.

"Wha?! How did you!? Where did you come from?!" Rainbow Dash stammered at the monster.

"Well I woke up in the cave, found out you were gone and followed your trail here." He said pleasantly while pointing the ground which Rainbow Dash realized had heavy drag marks along it. "I just can't believe you would up and leave without a goodbye, or at least until you had a healed wing. I was planning on making this a bed and breakfast and everything. I'd figured you'd be as hungry as a horse!" He said, grinning ear to ear finding his own joke a little too funny.

"Look I don't know what your game is monster!-"

"Sonic."

"Whatever! You're insane! You tried to kill me!"

"Are we back on this again? I thought accusing your hero of being the monster was sooo last night. Looks like I was wrong and this fad is here to stay."

"Can it jerk face! Are you or are you not Sonic the Hedgehog?"

"Course I am, I told you that last night."

"Well then, let me just jog that short term memory of yours!" Rainbow Dash blurted out as anger swelled in her voice. She quickly coughed and cleared her throat and tried to mimic herself the best she could ""Who...just who do you think you are anyway?" then she did her best to mimic the one called Sonic. " What you see is what you get, just a guy who loves adventure. I'm Sonic the Hedgehog!" She looked at him after she finished seeing if it had an effect, and was a little surprised when his smile quickly faded into a puzzled worried look.

"Wait a minute how did you-" The hedgehog tried to interject but was cut off quickly as Rainbow Dash continued to drive her point home.

"Oh and I'm on to you and your little voice changes you little blue butthead!" She cleared her throat again and attempted the raspy grizzled voice. "It all starts with this, a jewel containing ultimate power."

"How do you know that?!" Sonic yelled at her as he became visibly upset, "That's what Shadow said when we first met, how in the world do you know that! Where is he?! What did you do with him!?"

"You're out of your mind, you told me that when attacked us and took the Element of Loyalty!"

"I told you I never saw you before and I certainly don't know anything about your stupid loyalty thing!"

"Oh so there is just another Sonic the Hedgehog flying around here wearing a shiny blue suit of armor?!"

Now Sonic's fists were balled tightly and he began yelling through his clenched teeth, "Now you look here Pony! I have just about had enough of you and your accusations! First and foremost, I CAN'T FLY! Also I don't have any shiny blue arm-"Suddenly the hedgehog fell dead silent, his eyes danced back and forth for a moment in thought. He spoke again in softer tone, "Wait, was this suit of armor I was wearing rocket powered?

"What powered?" Rainbow Dash responded coming down in volume to match Sonic's "I dunno what that even means but you were shooting fire out of your butt whenever you took off."

Sonic thought hard for a few moments, "Did I have red eyes?"

"Yeeeaaahhh," Rainbow Dash said with a long cautious breath.

The blue hedgehog thought for a moment more. "No, it can't be. It just can't be," he muttered to himself balling his fists again and pacing in a circle getting more and more upset kicking at the ground with his bright red and white shoes. "He already won. What more does he want from me?" He yelled at no one in particular, grabbing at a rock on the ground and throwing it as far as he could before sinking down on the ground, his back to the blue pegasus. "This...This is all my fault. I brought him here," his voice now sad and defeated.

"Now what are you talking about? Brought who here?" Rainbow Dash said once again confused by the hedgehog's behavior.

Sonic sighed deeply, "Metal."

"Are you crazier than a sack of cats dropped in bath tub of cold water?" Applejack shouted in protest. "You really think cousin Braeburn is gonna gallop on over here all the way from Apploosa to look after Sweet Apple Acres jus' cuz you wanna tag along with me and my friends?!"

The large bright red stallion that was the target of Applejack's nagging raised a hoof to his chin in thought. After a moment of consideration he came to properly deduced conclusion. "Eeyup," was all he said with a simple but firm conviction. He stood several hands higher than any other pony Applejack had known, his height was only dwarfed by his strength from years of service at Sweet Apple Acres. To make matters worse for the orange mare, she knew once his mind was made up he was also as stubborn as the day is long and became nearly impossible to persuade.

"Listen, I know you're worried about me, an I reckon that's mighty noble of ya to offer to help us, but somepony has got to look after the apples." She pleaded with him.

He lifted a fore hoof and hugged his sister tightly, almost choking her with it. "An I reckon that's what I intend to do." Then he pushed his way onto the airship, hauling a large bag with a faded Equestrian Military logo stamped on the side.

"Big Mac those old hunks of metal you wore back when you was in the Calvary prolly' don't even fit cha'"

"I ain't done no growin' since then AJ." He said as he made his way onto the ship.

"Yer plum set aren't cha?"

"Eeyup."

"Ain't nothing I can say to keep you home?"

"Nnope."

Applejack followed her brother and continued to try and convince him to stay, however Twilight Sparkle had witnessed their sibling squabble and knew that AJ wouldn't succeed. Truth be told she was glad Big Macintosh had decided to help, she was worried sick about Rainbow Dash and knew they needed all the help they could get. Despite the warning from Derpy they had brought, the Elements of Harmony. The plan was to save Rainbow Dash and see if their combined powers could stop the monster and end the war. It was risky, but so was taking on King Sombre and at the end of the day people were getting hurt and needed their help so they had to try.

"Twilight," a cheerful voice called out to her snapping her back to reality. Spike was gently pulling on her mane to get her attention and continued to speak when she gave it to him. "Everypony's ready to go, even Rarity, I had to make like seven trips to get all her bags but she is set. Fluttershy is in her room tucked safely under the bed, the Apples are ready if you disregard their highly articulate bickering and Spitfire are primed for the trip. It looks like we're ready to take off."

"Excellent Spike, I'll go inform the pilot we're prepared to take off."

"Wait!" A deep voice called out from the airship ramp. Twilight turned to the sound and found herself looking at a tall, strong looking, and handsome unicorn trotting up the ramp to board the airship. He was clad in what appeared to be royal armor which glistened in the sunlight in stark contrast to his dark cobalt coat. Twilight found her heart fluttering at the sight of the stallion as he boarded.

"Who's the stud?" Spike joked noticing the goopy look in her eyes earning him a swift stamp on the foot from her rear leg.

"Hello," Twilight said fighting the urge to blush. "I'm not sure we've met, I'm"

"Twilight Sparkle, I am Midnight Tracer. I was sent by Princess Luna to ensure the success of your mission."

"Oh, but we already have the Captain of the-"

"Spitfire, yes," the Unicorn looked unimpressed at the name of the Wonderbolt Captain, something unheard of in Equestria. "Be that as it may, I will be accompanying you. It seems that the natures of certain details in your quest have changed dramatically, and my services will be required."

"Oh okay," Twilight eagerly welcomed him aboard without her normal inquisitive nature kicking in. However Spike was unaffected by the stallion's looks and was quick to question the event.

"What sort of details?"

"I...uhh, I am not permitted to speak about it. Princess Luna has briefed me privately on the matter."

"Is that so? I've never seen you around the castle. Why would the Princess trust you with this information and not Twilight?"

The stallion leaned in close to the little dragon and with a mischievous smile whispered into his ear. "The one she trusts before _all_ others."


	13. Chapter 13

It had been two days since their spat in the woods, the hedgehog continued to provide the pegasus with shelter, protection form roving forest patrols and kept a fresh supply of apples for her to eat. Now she was able to walk, trot and run without any pain. Her wing was still mending, but the throbbing pain was gone, she estimated it wouldn't be long before she would be flying. She would have been a lot more enthusiastic about the whole ordeal if the blue hedgehog's melancholy attitude hadn't lifted since their fight. Gone was his ever present cocky grin, his cheesy one-liners, jokes and puns that he seemed to laugh at more than she did. He hadn't even spoken much, outside of general small talk and checking on her progress, he seemed to mull about secluding himself by the mouth of the cave. Even though they had just met Rainbow Dash didn't have to be Twilight Sparkle to see there was something wrong with him.

"So...uhh,"The Pegasus said trotting to his side by the mouth of the cave. He was sitting with his arms wrapped around his knees looking out into the horizon seeing the faint glow coming from behind the mountains in the distance. "You watching Celestia?"

"Hmm?" he grunted not taking his eyes mountain range. "No, I was watching the sunset."

"That's what I meant goofball," Rainbow Dash said playfully. "It's her job to raise and lower the sun."

The hedgehog turned to her with a raised questioning eyebrow. "It's someone's job to raise the sun?"

"Man, you aren't from around here are you?" She noticed as the hedgehog quickly look down at his feet. The blue pegasus rested on her rear haunches next to him. "You've been pretty quiet since the woods; would you like to talk about it?"

"Not really."

"Might make you feel better."

"Might make me feel worse."

"Alright buddy look," Rainbow Dash said flatly. "You've been taking care of me the past couple days and I know a purple unicorn back home that would kick me into next week if I didn't try to help you out."

"Wait? Unicorn?"

"Yeah, Unicorn, but don't change the subject. You're gonna tell me what's going on and I bet you'll feel better once it's off your chest."

The blue hedgehog sighed, stood up and stretched then sat back down and looked the pegasus in her magenta eyes. "Alright, you wanna know. Fine, I let all my friends down, every last one of them." He said as he buried his head. "There was a war, a long, hard war that me and my friends fought against a man who would destroy our world to see it rebuilt as he saw fit. They believed in me, trusted me to protect them. I was their hero…" He brought his head up and even through the lighting was poor and dim, Dash saw tears begin to fall from his eyes. "Then I let them down. I let them down and it cost them their lives."

"Whoa," Rainbow Dash's eyes were wide; this guy's past was a bit darker than what she thought. Twilight might know what to say, but she was at a loss for words. "Look if you don't want to say any more-" She said as she went rub his back with her hoof. But he leapt up in anger at her touch, his fist balled tightly as he continued on.

"He attacked us late one evening, like a thief in the night, a coward under the cover of darkness. He burned our houses down, destroyed our castle, and killed my friends, some of them died right before my eyes and I was powerless to stop him. A few escaped, most didn't, but in the end it was just me and him. I fought him and he beat me, but didn't finish me. He said he wanted me to live with the shame of that night."

"Hey, listen, I didn't think…" Rainbow Dash tried to interrupt him, she was feeling a sickening pit deep in her chest as she saw rivers of tears pour down his face, but it was useless and it seemed as if he didn't hear her.

"My friends that had escaped the attack, they helped me into hiding, and we decided all was lost, so we decided to leave our world behind, and we built a doorway to another world that we could be safe in, and I sent them away. One by one I watched my friends leave, but I stayed. I had too, I had to settle the score. I went and faced the tyrant one more time, but I was defeated again. I should be dead, but then..."

"Then what?"

"Shadow," He answered solemnly. "He didn't jump through portal, he knew what I had planned and he stayed. Just as I was about to be put down he intervened and used his powers to teleport me here. He tried to tell me to forget about the past and to start a new life."

"Tried…what do you mean, what happened to him?"

Sonic slumped back down next to her, "I don't know, I passed out shortly after he teleported me, he was hurting real bad, but when I woke up he was gone. He might not have been my best friend but he was the last one I had left and he's gone too." He buried his head between he's knees again and sobbed.

Rainbow Dash felt terrible, Twilight always said it was better not to keep things bottled up, but now they both felt terrible. She tried to think of something to make things better, but what could you say to someone who had lost everything? She couldn't think of what it would be like to lose all her friends. She scooted next to him and wrapped her good wing around him and just sat.

"Hmm, the one on the left looks a little small…"Spitfire commented disapprovingly at the pack of wolves that was being assigned to escort their team in their rescue mission. There were five of them but one of them, though taller than her, was shorter than the red stallion that had forced his way on their journey.

"Don't complain, he was only one who volunteered to be a part of this pack." A tired looking older hyena responded as he signed off that the pack had been attached to the group of ponies. "All the others I had to yank at random, wolves don't like too be far from the front. Besides, look at the bright side, he probably won't eat as much as the others. You need a copy of this form?"

Spitfire rolled her eyes at the hyena, "File it and try not choke on the paperwork you ole' mutt." She said wryly. They hyena chuckled and set about his business as Spitfire turned and trotted over to the wolves. Looking them over they all looked capable, except for the small one who looked like he'd just been weaned off his mother. Taking a deep breath she addressed them all. "Alright listen up, who's in charge?"

The wolves were all busy doing their own things, The short one who was sharpening his sword that looked like it had been fresh issued from the armory at least stopped and looked at her. Two others were arm wrestling; the other two were having a discussion about females from their hometowns. None of them answered her. Spitfire swore angrily under her breath, these were definitely not her Wonderbolts. She realized things were going to require a bit more effort.

"You," she said trotting over to the small wolf who was the only one who gave her any eye contact and leaned close to him. With a strong stern voice spoke to him, "Who's in charge?"

"Uhh," The young wolf squirmed under her glare. His head slightly turned as he looked to see that his fellows wolves were all glaring daggers back at him.

Spitfire noticed this and moved to drive her point. She pushed his face back to face her with her hoof and pressed closer. Now there gazes were locked at an inch or two apart. "Listen and listen good pup. I'm going to ask you one more time. Who. Is. Your. Alpha." She demanded emphasizing her last three words with sharp jabs of her hoof to his chest.

"Milo!" The young wolf yipped and pointed to the largest wolf in the group. "Milo's the alpha!"

"Shut up you runt!" The big one rushed forward and yanked him from his seat by the scruff of his neck drawing a painful yelp as he suspended him a foot in the air with one hand. "What did we say about whelps talking?!" He bellowed as he threw him down to the floor.

"Typical," Spitfire said loud enough to draw their attention. "Of course the biggest, stupidest one here is the alpha."

"What was that mule?" The one called Milo snarled as he turned his attention Spitfire. "What in Fenrir's name did you just say to me cart puller!?"

Spitfire smirked and with frightening agility leapt at him as hard and fast as she could, smashing her head directly into his snout. The wolf yelped as blood spurted from his nostrils. Before he was able to regain his senses Spitfire spun and bucked him hard with both legs right in his abdomen. The wolf collapsed to the ground swiftly as the wind was knocked out of him and sent him gasping for air. Smiling at her work, Spitfire walked on top of him and sat on her haunches on his chest facing the rest of the group.

"Listen up, Milo is not the alpha here…I am your alpha. I am Captain Spitfire. You do what I say, and you do it my way. If you have any issues, feel free to take it up with Milo here. You get me?"

The wolves all mumbled compliance.

"YOU GET ME!?"

"Yes Ma'am!" they yelled back.

"Alright then, what are your names?"

The wolves all nervously shifted around each other not sure of what to do.

"I SAID SOUNDOFF!" Spitfire roared.

"Dixie!"

"Comet!"

"Dreyfus!"

"Umm," the little wolf muttered drawing a glare from Spitfire. "I, I don't have one."

"What?" Spitfire questioned in disbelief.

"Whelp hasn't earned a name yet," the one called Dreyfus explained. "Packs gotta give him one, but you earn it battle, pup hasn't fought yet."

"Whatever," Spitfire sighed as she shook her head at the notion; wolves were way more violent than ponies. What happened to loving parents thinking of the perfect name for their new born? "You gotta nickname then pup?"

"Uhh... well,"

"Foxtrot," the Comet yelled out through a forced cough.

"Foxtrot huh?" Spitfire said as she eyed him up. "Odd name for a wolf."

The other wolves all chuckled.

"Did I say something funny?!" she yelled out at the outburst

"No Ma'am!" they all yelled back.

Spitfire smiled as she polished her hoof on her breast plate and blew on it. 'I still got it.'

"Now just step back and let us look at you dear," Rarity exclaimed as she put the finishing touches on her latest creation. "Oooh, you look simply marvelous dear! Wouldn't you agree Applejack?"

"Land sakes, I didn't think this was good idea at first, but Rarity, you done spruced up those old duds something purty! Big Mac whatcha you think of your old armor now?"

The oversized Stallion looked into the vanity mirror that was in front him and couldn't believe his eyes. His armor used to be old and rusty at the joints, now it gleamed brightly. When he had tried it on in his room he noticed it chaffed him a little, he figured it was nothing but Applejack had insisted that Rarity take a look at it. Before he knew it, she was taking measurements and whisking him in and out of fitting rooms that she had constructed around the airship. However, all the fuss was worth it as now he stood covered in the heavy armor of the Equestrian Calvary without any issues. Rarity even constructed a giant apple half made of emerald and fashioned it to his breastplate. Even he had to admit he looked good. He was completely plated except for small gaps at the joints and a decorative gap in his helmet that allowed for sight. His armor was far heavier and thicker than that of the Wonderbolts, but as an earth pony, he had no need to worry about flight and protection was more important as he was built to be in the thick of the fight. He may not have fought during his time with the Equestrian Calvary, but he would do anything he could to protect Applejack and her friends, especially...

"Oh my," a soft, meek voice came from behind Rarity. The three of them turned to see that Fluttershy had trotted in to see her designer friend but was caught off guard by Big Mac in his full battle dress. At the sight of the shy yellow pegasus he puffed up his chest and came to attention, trying to stand as tall and proud as he could. However, instead of being impressed at the sight, Fluttershy shivered not realizing it was Big Mac in the armor, turned and bolted out of the room, immediately causing him sag in defeat, a sight not unnoticed by his younger sister.

"Don'tcha worry Macintosh," She whispered to him so Rarity couldn't hear. "She'll come around, you'll see."

Big mac let out a sigh and trotted out of the room, his heavy footsteps amplified by the weight of the armor. As he rounded the corner he stopped dead in his tracks as Pinkie Pie dropped down from the ceiling in front of him.

"Hiya Big Mac!" she called out in her usual hyper self. "That's a pretty sweet looking costume; did Rarity make it for you? Of course she did what other pony could make an absolutely awesome looking costume like that? Why are you wearing that costume? Are you going to a costume party?! I LOVE COSTUME PARTIES!"

Big Mac hurriedly wheeled around and began rushing in the opposite way down the hall before Pinkie Pie could drive him crazy with her rambling, until he felt something collide against his chest with a loud thud. Unfortunately, in his rush to escape Pinkie he ran into Spitfire who was walking the opposite way, knocking her to the ground. Realizing what he'd done his heart began to race; she already had expressed her disapproval of his tagging along and now this.

"Oooooo…You're in trouble!" Pinkie Pie said in a sing song voice before disappearing out of sight as Spitfire got back on her hooves. Rubbing her head, where she hit him.

"Why don't you look were you're going you…you…really, really big pony you." She said slowly changing her tone from threating to shock as her gaze kept getting higher and higher before she met Big Mac's eyes. "Man they grow them big on the farm don't they? Hmm, you know seeing you in that armor; it might not have been such a bad idea to have you come along." She raised a hoof and knocked on his breast plate hearing a distinct ping of thick, heavy armor, probably three times as thick as hers. "So, you were in the Heavy Calvary?"

"Eeyup."

"You ever kill anypony before?"

"Nnope."

"You're the one who came to protect his little sister right?"

"Eeyup."

"Stallion of few words huh? I like that." She moved around him and began to trot off to her room. "Tell you what, if you charge into the enemy half as good as you plowed into me, I think we'll get along just fine. Copy that?"

"Eeyup."

Rainbow Dash woke with a start to the sound of shuffling and as she opened her eyes she made out the figure of Sonic the hedgehog packing up a hand made backpack. She quickly shook off sleep and found herself by the front of the cave. She must have fell asleep sitting with the hedgehog. She looked around and saw him loading up a crudely made backpack full of apples he must have picked, and other crudely made tools he must have fashioned since he had been out here. He turned to her and tossed her an apple which she caught and bit into hungrily as the hedgehog gestured to her armor

"You ready to rock?"

"You mean leave?"

"Yeah, you're going back." Sonic confirmed and gestured to her armor as well. "Your armor looks toast, and it could be along way back so you should probably ditch it."

"Yeah, I suppose your right." The blue pegasus agreed as she stood up and stretched, her wing was much better. "Yeah I guess my wings are up to it, but what are you doing? Looks like you're planning on coming along."

"Look, if Metal's out there then that means," The hedgehog started then changed his line of thought, "I woke up this morning and you had your wing around me. I barely know you and you listened to my story, more importantly you cared about what happened. I've got nothing left, you, you got friends waiting for you. I'm gonna get you home okay. First things first though, we're gonna get your necklace back."  
"You want another shot at the guy huh?"

"If Metal's here, than the Doctor can't be far behind."

"What are you gonna do if you run into him?"

Sonic sighed, "Let's just get going okay. I'll figure it out when it happens."

"Well alright, I'd appreciate the company and all, but I gotta be honest with you." She spread her wings with smile. "I'm not sure you'll be able to keep up."

"Fastest flier in Equestria huh?" He said with smile while stretching his legs.

"That's right, everybody knows that!" the pegasus boasted.

"You know, I used to have nickname, you know back where I came from," He said with grin.

"Oh is that so? What was it?"

Sonic's eyes turned to the mouth of the cave just as the sun's morning rays crested the mountains signaling a new dawn. "Let's go little pony, let's see just how fast you are."


	14. Chapter 14

Rainbow Dash couldn't stop laughing as she made her way outside the cave and dropped to her haunches beside Sonic the Hedgehog who was doing side lunges to stretch out his legs. "Are you serious? You're serious aren't you?"

"What? You don't stretch before you run? You could pull a hamstring that way." He said calmly ignoring her laughter.

"Pull a hamstring?" She asked before doubling over with laughter. "You _ARE_ serious, you really wanna race ME! I don't think you get it, they don't call me Rainbow DASH for nothing you know."

"You do realize my name is Sonic, right?" he responded coolly while lightly bouncing on the balls of his feet.

"I don't think you really know just who I am," She said haughtily.

"Somebody that does a lot of talking that doesn't like to race?" Sonic said sarcastically.

"What was that?!" Rainbow Dash suddenly got very serious at the insult.

"Nothing…just for all your bragging, you seem like you really don't wanna race me, I mean you're the fastest flier right?"

"I'm the fastest EVERYTHING!" She said pounding her hoof on the ground.

"See, that's what I don't get, I mean…if I was the fastest thing alive, I'd race anybody, anytime, anywhere to prove it." He commented back, sensing he was getting under her skin. "Well, unless I was afraid I'd lose, that is…" He let his last statement hang in the air for a moment before questioning her one more time. "You're not afraid of losing…are you?"

"You think I'm afraid of losing?!" Rainbow Dash said as her mane started to get slightly frizzled as she grew more and more irritated.

"I don't know, I really don't know who you are," he said as he turned her words against her. "Tell you what; I'll give you a five second head start."

"FIVE SECOND HEADSTART!" Rainbow Dash fumed at the hedgehog's audacity.

"What, you need ten?" Sonic mocked her as he crossed his arms and tapping his foot impatiently.

Rainbow Dash flapped her wings rapidly and zipped over to Sonic pressing her forehead to his and jabbing his chest with her hoof. "You wanna race me? Fine! But when this is all over don't start crying cuz I beat you! Where to?!"

"Where's your ship?"

Rainbow Dash hovered high into the air and looked around trying to get her bearings, before dropping back down and pointing. "Due east!"

"Aright we'll race east, first person to the edge of the forest wins. I'll run, you fly, may the fastest win."

"I don't need to fly to beat you!"

"You think you can keep up with me running? I mean last time you were in forest you crashed into a tree, it was last week actually."

"I'm gonna run circles around you!" She boasted angrily as she made her way to a patch of flat ground outside the mouth of the cave. Once there, she maneuvered into a sprinting position and shot an impatient look at the blue hedgehog.

Sonic sauntered next to her and positioned himself beside her, digging his shoes into the ground as if he was on sprinting blocks. "So you're ready then?" he asked cheerfully.

Rainbow snorted angrily through her nose as she pounded the ground with one hoof, keeping her eyes straight ahead of her.

"All right then. On your mark…get set," At this call they both arched themselves high in the air prepping for the launch. "GO!" Sonic yelled out.

No sooner had he gave the word then Rainbow Dash bolted forward kicking up dirt and dust high into the air as she galloped as hard as she could and made her way into the lush forest. When the dust from her take off cleared, Sonic remained in the upright position having not moved an inch.

"One…two," he began to count with a wide grin spreading across his face.

Spitfire was growing more and more irritated with the team she was put in charge of. She had hoped to be miles away from their deployment zone by now. However, she found herself watching a crew of civilians lollygagging their way away from the airship. The white one with diamonds for a cutie-mark seemed to taking the longest, trying to decide what outfit would be best suited for the trip. Her only salvation came from the orange pony who at the very least was attempting to round up her friends to get them all moving as well as her brother who, despite not saying anything to spur the group along, did stand, patiently waiting in his full armor, ready to commence the journey.

"Captain Spitfire," Twilight Sparkle called out to her at long last, drawing her attention away from the rest of the group. "I believe we are ready to set out on our journey." The purple unicorn said in eager tone.

Spitfire looked at her with skepticism, "Really, and you're dragging along the whole Equestrian Library with you?" she said gesturing to her overburdened saddle bags filled to the brim with heavy books.

"Well, I haven't finished researching the history of this new land and figured that…"

"You figured that you wouldn't slow us down as you carried pounds and pounds of books across this foreign soil that we know nothing about, while fighting any ground troops we encounter? Perhaps you can paraphrase Star Swirl the Bearded and put them to sleep." She commented sarcastically, causing they young scholar to droop with embarrassment. "Fine…You can bring one book." She conceded, drawing a smile from Twilight before she went to repack. "And where is you Unicorn friend?!" She called after her, but it was too late for she was out of reach.

"Who knows, he took off as soon as we touched down," a voice from below her responded, she turned down to see Twilight Sparkle's assistant, a purple dragon, standing beside her. "To be honest, I don't trust the guy, got too many secrets, he's too mysterious, too sneaky, too, too…"

"Too handsome?" Spitfire finished his line of thinking, lowering her head down with a mischievous grin as the dragon blushed at her comment.

"Wha? I have no Idea what you're talking about!" Spike protested.

"Oh really, I'm not blind, I've seen the way all the other mares look at him, and I've seen it drive you mad the way they ignore you when he's in the room. Question is, does it bug you more when Rarity ignores you…or Twilight Sparkle?"

"Or maybe it's none of your business!" Spike huffed, puffing out his chest. "Besides, who made you the expert on these sorts of things?"

"Listen scales, if anyone here knows a thing or two about jealousy it's me." She said with a grin as the dragon's frustration amused her. However, she couldn't distract herself with him long as a new voice called out to her.

"I'm ready for departure Captain. Is the rest of the crew prepared?"

"Speak of the devil," she muttered to the purple dragon before turning her attention to Midnight Tracer. "And just where have you been?"

"I had an important meeting with an associate that couldn't be put off, but I assure you that my business has been dealt with."

"Oh really? What sort of business?" Spike interrogated him.

"I really don't see how my business concerns you," the unicorn deflected.

"What's the matter stud?" Spitfire said sauntering next to him, closing the gap between them until they were uncomfortably close. "A big, strong, handsome stallion such as you wouldn't have anything to hide now, would you?"

"Umm…" Midnight backed up as the Captain's invasion of his personal space drew nervousness from him. "Well, Princess Luna had some contacts I had to rendezvous with, nothing more."

"Is that so?" Spitfire pressed forward. Then after an awkward moment she turned away and let him be. "Twilight is repacking so we have a little time before we head out." she said as she walked away from him. Spike stuck out his tongue at him as he followed the Wonderbolt Captain. "I'd use this time to take a shower unicorn, you reek of wet dog."

Rainbow Dash dodged and weaved her way around the trees in the woods, laughing to herself as she went. As soon as the race had started, she had left the hedgehog in her dust just like she thought. She couldn't hit her full stride in the forest due to the lack of a clear path, but she didn't need it at all. She looked back over her left shoulder and just as she expected there was no sign of him.

"That'll show him who's boss," she bragged to herself, "poor guy never had a chance, and I told him there is nopony faster than me."

"Well…maybe _nopony_." The unmistakable sound of his voice unnerved the blue Pegasus and she craned her head over her right shoulder. There he was, not three paces behind her, out of nowhere. "Miss me?"

"How?!" she yelled back to him while ducking under a tree branch, "Where did you even come from?!"

"From the cave," he responded picking up his pace and moving beside her. "Same place you came from."

"You know what I meant; I left you in the dust back there!"

"Of course you did," He responded, dropping back behind her and swinging around back to her right side. "Did you forget the deal?"

"What deal?" She yelled growing irritated that he wasn't running straight.

"Your ten second head start," he said with a big smile.

"WHAT?!" Rainbow Dash yelled out in disbelief.

"Don't tell me you forgot about that?" he chuckled.

Rainbow Dash felt herself laugh at the irony of the situation, "Okay, so you're sort of fast."

"Sort of fast?" Sonic said back to her with a raised eyebrow.

"Yeah, bet you won't have anything smart to say when I pick up the pace!" She exclaimed as she poured all of her strength into her legs, and lowered her head to cut wind resistance. She saw Sonic fall behind out of the corner of her eye but kept her eyes in front of her. She had to focus, the trees were getting thicker and harder to avoid at this pace. Once she was able to navigate to a small clearing she dared a look behind her to find her competition and saw him trailing behind her.

"Well hedgehog, got anything to say now?!" she yelled back to him.

"Just one thing!" he yelled back, his voice hard to understand over the sound of the run. He sped up until he was abreast with the pegasus once again, leaving the Rainbow Dash bewildered at how he closed the gap between them in moments, despite her seeing it with her own eyes. "You should really watch where you're going," he said pointing in front of her.

"What?" Rainbow Dash said, turning to follow his hand only to see a small fallen tree directly in front of her. "Oh no…" She muttered as she realized it was too late to jump over and tried to skid to a halt. However, it was too short of a distance and she hit the trunk, with her forelegs sending her hurtling through the air. All she could think about was colliding with the ground and the other trees at this speed as she tumbled forward. The fall would easily break her bones or perhaps worse. The thought urged a wild cry to burst from her throat, but it was quickly silenced as she felt herself get scooped out of the air by a pair of arms and perhaps the most reassuring sound she had heard in months.

"Gotcha!" Sonic chimed as he caught her. "Now, let's get you someplace you can spread those wings!"

Rainbow Dash didn't comment, indeed she didn't even hear him as she was far to shocked at what was going on. One moment she was about to break every bone in her body, the next she was being carried through the woods like some helpless damsel. She would have protested if the hedgehog didn't dramatically increase his speed, nimbly weaving through the thick woods. His twists and turns through the trees happened so rapidly that she was beginning to get dizzy watching the scenery blow past her, at one point she could have sworn they were upside in a gigantic loop-da-loop. Next thing she knew, a deafening screech filled her ears as the hedgehog's feet squealed to stop on the ground, the hard stop causing Rainbow Dash to involuntarily wrap her hooves around him, hold tight and shut her eyes.

"We're here!" Sonic announced cheerfully once the two came to a complete stop, "You can let go of me now."

Rainbow Dash's eye shot open as she realized the position she was in and immediately leapt out of his arms and began to brush her mane back as she attempted to regain her composure.

"Okay, I'll be honest with you, your more than just sort of fast," she said swallowing her pride a bit. "Yeah, you're pretty fast on your feet and all, but once I'm in the air, you don't stand a chance."

"Well, now's your chance," Sonic said as he motioned with his arm.

Rainbow Dash followed it and gasped as he had run them right to the edge of a steep cliff that over looked the rest of the forest.

"Well, well, well," Rainbow Dash bragged, as she took in the view. "Like I said you're pretty fast on your feet, but in the end," She extended her wings and flapped them in front of the hedgehog. "You can't beat a good pair of wings."

"Is that so?" Sonic said slyly as she slowly backed away from the cliff side.

"That's right, Rainbow Dash said as she looked over the cliff. "When you're stuck on the ground, sooner or later you're stuck behind," she bragged.

"Less yakkin', more flappin!" Sonic yelled as he ran past her, leapt off the cliff and plummeted to the ground.

"SWEET CELESTIA!" Rainbow Dash screamed as she took to the air and rushed after him. She flapped as hard as she could, quickly closing the distance between her and free falling hedgehog. She lined herself up right behind him and with an extra push swooped under him and picked him up on her back. "Are you crazy?!" she yelled at him.

"What are you doing?" he said in a slightly annoyed tone.

"Saving your butt, you're lucky I'm so fast or you would have been a smear on the ground down there!"

"Stop being so dramatic I would have been fine," he argued. "I've jumped off of tons of cliffs, but…" His tone changed as he thought to himself. "I've never ridden on a pegasus before!"

"Oh really," Rainbow Dash said with smile. "Well, let me show you why they call it horsepower!"

The pegasus felt the hedgehog adjust himself on her, by getting a firm grip while allowing her full movement of her wings and lowering himself to remove resistance. Once he was comfortable, the pegasus began some aerial stunts. She performed corkscrews and barrel rolls and busted clouds with him on her back as she waited for him to grip on to her tightly out of fear. However, before she knew it, instead of hanging on for dear life, the hedgehog had relaxed his grip as he and sound of merriment instead of fear came from him as she flew through the air and he took in the aerial view of the world. The cyan pegasus grinned, all of her other friends would be cringing at this speed, but this guy couldn't get enough of it which only served to fuel Rainbow Dash's excitement. It drove her to go faster, to whip him through the air and give him the thrill ride of his life as he had done to her on the ground. She spun through the air, raced high in the sky and pulled off faster and more intense stunts in an attempt to impress her rider, try to get him to cling to her as she had done to him.

"This is awesome!" Sonic exclaimed as Rainbow Dash pulled out of a dive bomb, not exactly the expression she was looking for, so she resolved to pull out all the stops.

"You think this is cool? You better hang on, cuz I'm about to blow your mind!" She said as she changed course and began to climb higher and higher into the sky. It wasn't long before they burst above the clouds and reached an altitude so high that it was hard to breathe. "You ready to go faster than you've ever gone before?"

"That's a pretty big check you're writing pony," he said as he took in the amazing view of the skies of this new world. "You sure you can cash it?"

"Guess we'll find out, hedgehog," she replied as she fell back into a nose dive for the ground. The wind picked up as they sped faster and faster to the earth below. In moments, they burst through the clouds hurtling at breakneck speed and soaring ever faster. Sonic leaned forward and hugged her tightly allowing his quills to smooth out and cut down on wind resistance and not impede her acceleration as Rainbow Dash straightened herself, extending both hooves forward. As the details of the ground enhanced while their surroundings blurred, she felt the buildup of pressure in front of her as she flapped her wings harder and harder pushing them faster and faster. Then, with one final thrust the familiar snap of the Rainboom echoed in her ears as the air pressure dissipated around them as they sailed towards the ground.

Sonic was at a loss for words as he saw the sky explode in an array of colors that spread across the sky behind them. Never before had he seen something like this in his life as sky lit up and the pony left a rainbow trail in her wake. He turned away from the sight and leaned in close to her ear and urged her on, "Faster!"

 _'Who is this guy!?'_ Rainbow Dash thought to herself as she stretched even further and beat her wings in the wind driving them forward even more, her cheeks pushed back and flapping in the wind as they went. However, their descent to the ground was reaching its climax and soon she found herself pulling up with all her might. She was able to right herself and send the two flying parallel to the ground in what seemed like inches from the tree line. The two cleared the forest and began crossing a vast plain as they headed east toward the last known location of the Equus.

"What's that?" She heard from her passenger yanking her attention from the flight to the sky in front of them, revealing to her what appeared to be a large column of smoke.

"I dunno," she responded, "Looks like a fire."

"Could be trouble, we should check it out!"

"Sounds like a plan," She agreed as she altered her course toward the smoke. "Hang on I'll get us their in-" she began but was interrupted by Sonic jumping off of her back, "Hey!" She yelled out to him. She began to slow down and go back for him but stopped her course of action when she heard the sound of a sonic boom and the hedgehog pulling up alongside while on foot.

"I'll scout ahead and see if anyone's hurt!" he yelled out to her, before accelerating rapidly and leaving her behind instantly as he zoomed ahead toward the smoke.

The blue pegasus's jaw dropped as she was left in his dust almost effortlessly. Did he really just out run her while she was flying? How was this possible, she was fastest, there was no way this could possibly be happening. She gritted her teeth and rushed after him, desperately trying to catch up, not willing to admit that she wasn't the fastest. Thankfully she was able to see a trail of dust ahead of her coming closer. She must have been closing in on him. Then the trail of dust broke wide and circled around and came alongside her. She reeled at the thought that it was the hedgehog running back for her, but sure enough there he was and his face was pale.

"Hey!" He yelled as he sprinted alongside her. "What was your ship called?!"

Rainbow Dash gulped at his question, "The, the Equus Fortis…Why?!"

"It's on fire!"


	15. Chapter 15

Rainbow Dash's eyes watered as she looked over the burning wreckage of the Equestrian flagship. Her mind struggled to process how such a thing could happen. Surrounding the wreckage were bodies of griffons, wolves and even ponies. Rainbow recognized a few of their faces and felt her body freeze up in horror as she overlooked a pegasus wearing the air rescue uniform.

Sonic was zipping around the wreckage checking each body for a pulse before moving onto the next. He sifted through metal paneling and wooden planks in a desperate attempt to find any survivors. Each body he checked looked like it broke is heart over and over again, but still the blue hedgehog refused to give up.

"Hey, give me hand with this Dash!" He called out to her as he struggled to lift a heavy hunk of metal that he was unable to budge. When she gave no response, he looked up to see her grief ridden face and swiftly sped next to her, grabbing her by the shoulders and gently shaking her, trying to snap her out of her trance. "Dash! Dash! Look at me!" Finally her magenta eyes looked at his and he could see she was paying attention to him. "Listen, I know this is a lot for you to take in, I get it. Trust me I know what you're going through, especially if you know some of these ponies, but we can't afford to weep right now! There could be somepony in that nightmare!" He said pointing back at the burning wreckage. "We have to try to save them!"

"Sonic I…" Her voice got caught in her throat. "I've never seen something so horrible, I can't…I can't Sonic!"

"YES YOU CAN!" he yelled at her as he gave her violent shake, snapping her back from her doubts. "I know this is horrible, but if there is any chance that anypony in there is alive, we have to try and save them. I know you can do this! I know you're strong enough! I can see it in you! Now, I need you to shove down whatever it is that is making you weak at the knees and HELP! ME! SAVE! LIVES!" He released her and ran back to the wreckage.

Something in his words or tone reached the cyan pegasus as she furrowed her brow and flew next to him. Looking at the fallen piece of metal, she came up with an idea. "Stand back," she announced before turning around, and with all her might bucked the metal hunk and knocked it free from the spot it was wedged in. She gave it another kick and sent it sliding from its position, exposing the area Sonic wanted to investigate.

"That's a quite a kick!" Sonic gasped, stunned that she was able to do what she did.

"What? You're surprised I kick like a horse?" she replied. "Is there anyone down there?"

"Let's find out," He said as he hopped down in the compartment they had revealed. Rainbow paced back and forth anxiously awaiting his answer but felt her heart sink when he leaped back out of the hole and shook his head indicating no survivors. "Let's check out over here," he said, pointing a partially exposed compartment.

"No good, Sonic, that's solid steel, I can't kick that open," Rainbow Dash informed him sadly.

The hedgehog put his hand on the steel wall and thought for a moment before taking a step back. "Alright, I got this, stand back," he warned.

"What are you doing?"

She got her answer when he crouched down on the ground, and then remarkably rolled himself into a ball and at began to spin in place at remarkable speeds, kicking up and sending dirt into the air as the action created screeching burnout noise. The hedgehog then shot forward into the steel wall, his razor sharp spines sending sparks into the air as they bit into the metal as he buzz sawed his way into the room, in mere moments leaving hole big enough for her to fit through. She was about to enter after him but the hedgehog quickly leapt back out and blocked her entry.

"Don't go in there," He said sadly. "Trust me."

Rainbow Dash felt her heart sink even lower.

Spitfire's detachment was on its third day of travel which had placed them considerable miles away from Wyndia. Had she been leading a squadron of pegasi they would have perhaps found the missing mare by now, however she deemed their rate of travel acceptable considering the earth ponies, unicorns and wolves. They had traveled in line, with Spitfire upfront, Big Mac in the rear, with Foxtrot and Comet walking alongside the ponies in the middle, with the other wolves scouting ahead and around the traveling crew for any signs of enemy movement. The night was fast approaching, causing the Wonderbolt Captain to begin scouting for areas where they would be able to make camp for the night; however her search was interrupted by Rarity.

"I say Spitfire, your cutie mark is simply fascinating," the white mare announced giddily while pulling up alongside her. "It reminds of Princess Celestia's royal bird Philomena."

"You've got keen eye," Spitfire said dismissively, not making eye contact with her and trying her best to find a campsite.

"Hah," Rarity laughed in a prideful tone as she dropped back trot alongside Twilight. "I told you it was one of those fiery…whatever-you-call-it birds."

Spitfire glanced back at her grumpily, drawing a blush from Twilight as she did not find it amusing that she was subject of a guessing game. However, her stare did not deter the purple unicorn from asking a follow up question.

"Pardon me Captain, "she began hesitantly. "But cutie marks showcase a pony's talent, and since yours is a phoenix… may I ask what your talent is?"

"There are somethings you don't wanna know Twilight Sparkle," The Captain responded coarsely as she turned away from her to resume her search. "Trust me when I say it's a bad day for everpony if I gotta use my talent."

Further back in the line, Pinkie Pie was hopping gleefully alongside Fluttershy and Foxtrot and, for the greater part of their trip so far, had been bombarding the pegasus pony with question after question and occasionally breaking out in random musical numbers about anything from saving Rainbow Dash to pinecones. However, for the first time on her trip she decided now would be a good time to introduce herself to her canine cohort.

"So you're Foxtrot right," She questioned as she bounced closer to him.

"Umm," He responded, caught a little off guard by her cheerfulness. "Yeah, that's what others call me."

"I love your name! it sounds like one of like one of my favorite words! You wanna know what it is?"

"Well I gu-"

"It's cumquat! Cumquat! Cumquat!"

"That's a weird favorite word," he replied smiling back at her, the pony's pleasant attitude causing him to lighten up.

"I know. I just love saying it cuz it makes me laugh! So you're a wolf an all, why do they call Foxtrot? I mean you don't look like a fox, you look like a wolf, a small wolf, why are you so much smaller than the other wolves?

"Ummm…Pinkie Pie," Fluttershy mumbled almost inaudibly. "Twilight said…if you remember that is…that it isn't his name, it's his nickname…that he hasn't earned a real name yet," she revealed, but as normal, Pinkie Pie paid her no mind and Fluttershy hung her head, realizing that she had been unsuccessful in drawing her attention.

"That's right," Comet interrupted their conversation, jumping in-between Fluttershy and Pinkie drawing a small shriek from Fluttershy. "Foxtrot hasn't earned his real name yet!"

"You…you heard me?" Fluttershy stammered at the idea that someone had listened to her.

"Course I heard ya," the larger wolf boasted, pointing to one of his ears. "Wolves have the best hearing out of ALL the races!"

"Ooooh!" Pinkie Pie exclaimed as the information sank in before bombarding the younger wolf with a new torrent of questions. "So why did they nickname you Foxtrot? My nickname is Pinkie Pie I think it's cuz I love pink. Why don't you have a real name yet? My real name is Pinkamena Diane Pie! Is it hard for you to get a real name? It wasn't for me. My parents just gave it to me."

"Whoa, whoa, whoa, settle down Pinkie," Comet interrupted her. "You wanna know why we call him Foxtrot?" He grinned menacingly at his smaller counterpart, an act that drew a low growl from him. Undaunted he began his tale loud enough so the whole party could hear. "So back home right, little guy over here, try as he might, can't for the life of him acquire some female attention if you know what I mean. All the female wolves wont' give this little fur ball a second look. Knowing he's got no chance of courting a proper female wolf, he goes out and finds himself a-"

Foxtrot roared at him and cut him off midsentence as he sucker punched him as hard as he could in his jaw with a tightly balled fist, sending the larger wolf stumbling back. Comet swiftly responded by grabbing him by the throat, heaving him into the air and slamming him into the ground, applying pressure and dropping his knee into Foxtrot's chest. As the small wolf gasped for air, the sudden burst of violence sent the mares into an uproar with Rarity and Pinkie Pie yelling uncontrollably, Fluttershy diving under Applejack who, along with Twilight, tried to shout out over the commotion for them to stop and calm down. However, Comet was deaf to their cries as he forced down more and more while Foxtrot clawed at his arms as he gasped for breath.

Thankfully, before the situation could escalate any further, Comet was sent flying through the air from a thunderous blow to his side from a charge by an armored Big Mac. Foxtrot sucked in air as soon as his windpipe would allow him before springing to his feet and launching towards Comet. His travel was cut short quickly however, as a cobalt blue aura surrounded, lifted and suspended him in the air, leaving him floundering before slamming him prostrate on the ground and pinning him.

"Heel!" Midnight Tracer spoke confidently as he trotted next to him, his horn aglow with the same deep blue aura as Spitfire galloped in the middle of the group.

"WHAT THE HAY IS GOING ON HERE!" she screamed looking back and forth between the two for answers. She was absolutely stunned at the behavior of what were supposed to be trained soldiers. The wolves on the Equus had their little spats spring up here and there but never in the presence of an officer.

"I believe I can explain," Twilight said, trotting next to her glaring at the two wolves like an upset mother would her foals.

"Huh?" Spitfire sputtered at Twilight as she looked at her with a raised eyebrow as to how the unicorn could explain their actions.

"I happened to brush up on Canine history before we left the airship when I learned we were going to have wolf bodyguards," she began. A collective groan from her friends came out as they realized they were in for a lecture. "Canines have a class ba-"

"You know what, I don't care. I don't care why you two were fighting, and I really don't care to hear Wolf History 101. So, this is what's going to happen, we're going to set up camp, and you two are pulling a double guard duty and that's an order!" Spitfire barked, slamming her hoof against the ground.

Excitement from the early evening had died down as the group formed their campsite as a large crescent moon rose above them. Applejack and Big Mac had taken it upon themselves to create a campfire as Rarity and Twilight erected tents for the mares to sleep in once it came time for bed. Spitfire had propped herself against a tree and kept a close eye on the wolves, her feelings about them worsened when Dixie, Dreyfus, and Milo came in from their long range scouting and, upon hearing the story, all congratulated Comet for putting Foxtrot in his place in the pack. The smaller wolf was dutifully posted on a large rock on the edge of camp since his guard duty was up first. The Captain shook her head in disdain as she dwelt on their barbaric behavior.

Spike walked along the edge of the camp, gathering fallen twigs and sticks for the fire when he heard the familiar sound of trotting coming from outside the camp radius. He turned to the sound and saw Midnight Tracer emerging from the woods.

"And just where have you been?" he asked, placing his free hand on his hip as he asked with an accusatory tone.

"Double checking the perimeter and sound traps the wolves have set up," he responded coolly. "After our little outburst today, I'm not feeling the wolves are the most dedicated group of warriors."

"Humph, that doesn't explain why you've been doing it for the past few days. It seems that every night we camp, you go on your little strolls."

"What can I say, I'm thorough and routine."

"More like predictable."

"I grow weary of your tone little dragon," the stallion sighed as he moved to trot around him, but the small purple dragon intercepted him.

"Fine, but I got my eye on you mister. I don't know what it is, but I don't think your being honest with us."

"Whatever you say," Midnight Tracer grumbled, stepping over him with his long legs.

"And keep your grubby hooves away from Rarity and Twilight!" Spike spouted as he was passed by.

Fluttershy and Pinkie Pie were beside Applejack and Big Mac preparing food for them to eat for dinner, which was fairly simple for the ponies as they were able to find creative ways to use hay and apples to spruce up their meals.

"You know what really puts a whole damper on this evening, you know, beside the fact the wolves tried to kill each other?"

"I don't know Pinkie Pie," Fluttershy responded quietly. "I can't think of anything that could make this day worse."

"Are you kidding me? After all that hoopla I _STILL_ don't know why they call him Foxtrot! Can you believe it?" Pinkie Pie grumbled. "Oh, speaking of Foxtrot, can you bring him his dinner?" she said as she gestured to a bag sitting on the ground next to her.

"Oh sure Pinkie," she agreed meekly, picking up the bag and trotting over to the wolf, who, at her arrival, slid down off of his rock to greet her just as she set the bag down on the ground.

"Thank you very much," he spoke, his voice sullen and depressed.

"Oh you're very welcome Mister Wolf," Fluttershy acknowledged, however, the yellow pegasus picked up on is melancholy tone. "Umm…Mister Wolf…is there…if you want to that is…anything you might want to talk about?"

Foxtrot sighed and reached under his armor and pulled out a worn picture and began to stare at it. "Not really, just some choices I made a while ago. Choices that I'm going to have to live with. Here, give this to Pinkie Pie," he said as he handed the photo to Fluttershy. "It'll explain the nickname."

"You heard that?"

"Don't you remember? Wolves have good hearing."

Fluttershy took the picture and saw it was a photo of the young wolf with his arm around female dog like himself, except she had brown fur and an oversized bushy tail. "Is, is she a fox?" Fluttershy asked, noting the comparison to the wild foxes back in Equestria. Then noticing writing on the back, she read that it was signed by the fox with the words 'Yours forever, Mitzy' and put two and two together. "Oh I see, so your friends make fun of-"

"They're not my friends," he cut her off curtly as he scrambled his way back on top of the rock and perched himself.

"Oh well...I see…But I don't think I should keep this."

"You can do whatever you want with it."

"But isn't she your-"

"She dumped me."

Spike bit down a ruby angrily as he sat off to the side of the campfire. Twilight and Rarity had insisted that Midnight Tracer sit next to them, and they had been fawning over him ever since. Rarity's flirting with the stallion was driving him crazy, but the fact that Twilight would all but ignore him whenever that unicorn was around was too much for him to handle. Too add to his anger, Spitfire trotted over to him and he could only assume to add fuel to the fire as she continued to tease him about his jealousy.

"Spike, can I ask you something?" Spitfire began.

"If you're gonna ask what I'm gonna do about Midnight Tracer moving in on my one true love and my best friend at the same time, you can forget it," he shot back her angrily.

"Hang on there scales, I was just gonna ask if you could send letters to anyone, or just Princess Celestia?"

"Oh," Spike said, perking up at the opportunity to be useful. "I can send messages to anyone as long as I've met them."

"Good, would you mind sending this report of the mission I've written to Princess Luna?" she said, handing him a rolled parchment.

"Sure, no problem," Spike said, grabbing the roll and breathing fire, on it causing it to burn and sparkle into nothingness. "Good as sent."

"What in world is that?!" Rarity yelled out from across the campsite, drawing their attention.

"It's a letter," Twilight Sparkle pointed out. "Like the ones I send Princess Celestia. Midnight Tracer, you must be as important as you say if you know someone who sends letters via dragons' breath!"

"Oh my, well this is certainly unexpected," Midnight Tracer said nervously.

Spitfire and Spike stared with their mouths open before turning to each other. Spike shook his head in disbelief. "There's no way, gotta be a coincidence."

"I don't believe in coincidences Spike," Spitfire muttered as she grabbed another parchment from her saddle bag and handed it to Spike. "Here, we're gonna send another letter to Princess Luna. Spike can you scribble all over it?"

"Umm…sure." He obeyed as he took a feather quill to the paper and covered it in ink front and back before rolling it up. "Oh! I see what you're doing."

"Good, now Spike, please send this letter to Princess Luna at once."

"Okay, here goes nothing." Spike breathed his dragon breath once more and as soon it disappeared they both stared at Midnight Tracer. Sure enough, the scrawled on Parchment popped into existence right in front of Midnight Tracer.

"Well Spike," Spitfire said placing her foreleg around him with a grin across her face. "Apparently things have gotten worse for you. Not only is the stallion that's stealing your mare and bosom buddy over there more handsome than you, but he's taller than you, and more magical... But it seems he also owns a castle, he rules over all of Equestria and he's a princess."

Fluttershy was disappointed that she inadvertently dug up the old wound and felt it was her duty to try and comfort Foxtrot as she fluttered her wings and hovered next to him as he perched.

"I'm terribly sorry Mister Wolf, I had no idea," she began to apologize.

"How could you if I didn't tell you? It's nothing for you to get upset over. It just one of those things, you know."

"Oh, I see, well, I still feel bad that the other wolves make fun of you because she left you."

"That's not really the reason why they, ey, ey, oooh that feels good!" The wolf began, but was startled at comforting tingling sensation start perking up from within him as Fluttershy hovered close to him and started to rub her hoof gently behind his ear. "How, how are you doing that?!" he exclaimed as his right leg twitched uncontrollably.

"Oh that?" Fluttershy giggled at his reaction. "Well, it always makes Winona feel better when I scratch behind her ears."

"Who's Winona? Another wolf?"

"Not exactly, back in Equestria Applejack has pet dog." Then realizing how odd that sounded she quickly tried to explain nervously. "You know a small, tiny, walks on four legs and barks sort of dog…not a walking, talking one like you."

Foxtrot laughed at her fright. "It's okay, and we have wild dogs here too, there separate species, like an eagle is to a griffon. So you're not stepping on any toes, but you know we do still bark, in fact we howl at the full moon."

"Really?"

"Yeah. it's like wolf tradition or something. We've been doing it for like, the last thousand years or something, I don't even know why we do it, but we just do."

"Well the timber wolves in the Everfree Forest back at home howl at it too."

"Maybe it's just something all wolves do then," Foxtrot commented, than realized that he wasn't feeling upset anymore. "I don't know why, but it's really easy to talk to you."

"Well, I've always been really good with all kinds of animals; I guess it works on other races. That and kindness is sort of my thing."

"Is that so?" he said with a smile before his left ear perked up and twitched toward the woods. He instantly snapped his neck in its direction and focused his ears on the trees.

"Umm, Mister wolf?" Fluttershy asked at his odd behavior, but immediately hushed as he raised a hand signaling for silence and stood and began to sniff at the air vigorously.

"Get back to the camp!" he whispered to her urgently as he drew sword out of his scabbard silently and slid down off the rock. "Get back now!"

"I don't understand?" she said, growing frightened at his actions.

Without another word Foxtrot grabbed her hoof and began to pull her roughly back to the camp, drawing a small cry from the Pegasus as he roughly jerked her. The act prompted rustling near them that caused Foxtrot to whirl, putting his sword between him and the noise and yanking the pony behind him. From the darkness of the woods the gleam of Big Mac's armor shined, defying the darkness as his heavy footsteps pounded forward confronting him. Once Foxtrot saw it was him, he lowered his blade.

"Big Mac? What are you doing here?" The wolf asked, still looking around into the woods wildly.

"Watching a good fer nothin' mutt toss around filly I care about like a sack of apples, something I ain't about to stand for ya hear!" he spoke harshly with a threating tone overlaying his thick country drawl.

The amount of words that came from the Stallion shocked the wolf, the words themselves shocking the pegasus. Foxtrot was first overcome with confusion, then realizing what it must have looked like to see him dragging Fluttershy. "No you don't get it, Big Mac, you don't understand!"

"Nothin' to understand 'bout a fella roughin' up one of AJ's friends, 'specially Fluttershy!" he called him out, pounding his hoof on the ground and lowering his head for a fight.

"You don't get it!" he said, releasing his grip on the pegasus, advancing on the stallion so close that his snout pressed against the large red pony's helmeted muzzle. Then his raised his blade and made a sweeping gesture to the woods. "We're surrounded!"

Sonic kicked at a piece of wreckage, upset he hadn't been able to save anypony. Rainbow Dash trotted beside him with her head held low as she stared at the ground.

"This stinks, this really, really stinks!" the mare said, unable to keep her feelings bottled in any longer.

"I'm gonna make him pay for this," Sonic said angrily "First my friends and my whole world, now he's killing on other planets! When I get my hands on that fat, stupid-"

"Fat? The monster I fought isn't fat!"

"What? Not him, Metal is a robot, he's a machine that is controlled by the Doctor. Metal and I go way back, he was created to destroy me and that's all he cares about. If he's doing atrocities like this, then that means the Doctor is pulling his strings! Think about it Dash, do you want the dog? Or the real monster who sic'd him on you?"

"You mean the blue guy who looks like you…he's a machine?"

"Yeah, and trust me, that robot isn't the problem, he's just tool that the Doctor is using," Sonic explained, and then he eased back as he saw Rainbow Dash stricken with fear at his story. "Don't worry," he said, "trying to calm her, I can take care of him."

Rainbow didn't respond, she only raised her hoof and pointed just over his left shoulder as she shook with fear.

"I've never thought I'd see you here," a deep, lifeless robotic voice called out.

Sonic felt his quills rise up as he nervously turned to look at what she was pointing at, only to find himself looking at a familiar steel hide of his old foe, hovering in the air above them.

"My loathsome copy…"


	16. Chapter 16

"Metal!" Sonic yelled to the hovering robot. "Look at this madness! Just what do you think you're doing?!" his fist clenched tightly as his breath hissed through clenched teeth and tossed the backpack that held their supplies aside as Rainbow Dash inched her way away from him, sensing the animosity between the two.

"What was necessary to ensure the safety of this world, these fools would raise arms against he who would deliver this world from the fire," he responded.

"You and Eggman weren't satisfied with Moebius? You had to follow me here to destroy another world? Well that's not gonna happen Metal, I won't let it!"

"Then you will perish with them," he announced as his engines spooled up, prepping to strike at the blue hedgehog.

"Keep talking Metal," Sonic said, widening his stance, gearing himself to leap into battle with his longtime foe. "You're not gonna sound so tough when I snap you in two, you tin foil faker!"

"Faker…" suddenly Metal Sonic's engines wound down. The bright red light emitting diodes that normally formulated his lifeless pupils became erratic and streamed lines of code, comprised of numbers and letters sporadically across the black visor that as served the robot's eyes. Arcs of electricity jumped between his spines and the sound of back feed and static filled the air. Suddenly, Metal's thrusters sputtered and died, causing him to fall lifelessly to the ground, banging roughly into the wreckage of the Equus, shortly after the back feed died down to complete silence and the robot lay against the ground, motionless.

"What the?" Sonic muttered in confusion. He had never seen Metal like this before.

"Sonic!" the blue pegasus shouted over the commotion, "He did this before, when my team fought him, he started making weird noises like that before he took half my team out!"

"Gotcha," Sonic said waving her off as he slowly edged his way closer. Had he malfunctioned? Did he have some sort of system shutdown? Did he run out of batteries? All of these were thoughts that ran through Sonic's head as he closed the distance between them. Before he knew it, he was standing right beside him. Upon further inspection, he saw that electronic lines of code were still streaming across his visor. "Metal?" he called out, unsure of what to make of the situation while nudging him with his sneaker. When no response was given he turned back to the pegasus and shrugged, who shrugged back at him in response. Just as he was about to turn back, Metal Sonic's internal PA system kicked in and suddenly the sound of a familiar voice that Sonic recognized as Shadow played out, giving him a shocking sense of déjà vu.

"Faker? I think you're the fake hedge, hedge, Hedgehog around he-zzzzzt!" Metal spoke in Shadow's voice, looping over itself like a broken record before shorting out.

"Just what the heck is going on with you?" Sonic questioned out loud, but mainly to himself as he crouched down close to Metal, trying to make heads or tails of the situation, confused as to why he was reciting something Shadow had told him years ago. Just as he leaned in close, the recording began to play again.

"Faker? I think you're the fake hedgehog around here. You're comparing yourself to me? Hah! You're not even good enough tooo beeeeeee myyyyyyyyyy faaaaaaaaaaaaaaake." His voice slowed and slurred down to halt.

"Ugghhh," Sonic sighed, getting annoyed at the situation.

"What…What's wrong with it?" Rainbow Dash asked as she trotted over to him, looking over the robot as well, seeing as he appeared to be incapacitated.

"Simple," Sonic said, standing up from his crouching position and swiftly kicking Metal in head. "He's nothing but a lousy piece a junk," he said confidently with a reassuring grin that put a relieved smile on Rainbow Dash's face.

"System recovery complete," a pleasant female voice spoke out from the downed robot, prompting the two of them to look back down at Metal. Instantly the streaming numbers and letters flickered back to Metal Sonic's normal eyes, and his turbine engine spooled up to power instantly. The next words that came out of his speakers were in the Sonic's own voice. "I'll make you eat those words!"

Metal's thrusters roared to life, scorching the ground beneath him and propelling him headlong into the ill-prepared hedgehog, slamming his metal forehead directly into Sonic's jaw, launching him into the air and crashing into debris over fifteen feet away as he took to the sky. The violence of the takeoff sent Rainbow Dash stumbling back onto her haunches as she scrambled to put distance between them.

"Man, I hate it when I'm right," Sonic shook his head as he pulled himself off the ground, wiping a small trail of blood from his bottom lip annoyed with the irony that Metal used his own words, in his own voice no less, against him. "Now where did that two bit air conditioner go?"

His answer came in the form a screaming rocket engine as his doppelganger swooped in for a strike to his left side that he was narrowly able to somersault aside to avoid. Metal quickly spun and engaged his engines to halt his propulsion and advance on him again; however, Sonic had already recovered and sped towards, him vaulting over him as he flew in the opposite direction. Metal tried to spin on him again, but Sonic had already back flipped into the air and struck at him with a homing attack. As the blue hedgehog's attack slammed home, Metal sailed backward crashing into a steel beam left standing from the Equus crash. Not allowing his foe anytime to recover, Sonic bolted towards him, planted his left foot into Metal's chest and kicked him with his right foot in the face with a scissor kick. Using his momentum from the kick, he black flipped into the air and manipulated his homing attack to propel himself back at Metal to deliver a side thrust kick into the robot's gut.

Just as the strike connected, Sonic felt Metal's iron claws wrap tightly around his ankle and shoulder. He may have gotten the kick off, but now Metal had the upper hand as he felt the robot raise him up before slamming his down into the ground, eliciting a grunt of pain. However Metal's grip did not release and next thing Sonic knew, he was being spun rapidly by his left ankle at high speeds. He was beginning to feel sick when suddenly Metal's grip released, and before Sonic could react, pain rang through body as he struck and bounced several times off the dirt and debris of the wreckage as Metal skipped him across the ground like a stone on water. Sonic's skin burned as it slid across gravel and bits of metal as he skidded to a halt. Once his body stopped, Sonic planted his hands on the ground to push himself up to his hands and knees. However, Metal's attack was not over. Before he could get to his feet, he heard of the scream of Metal's thrusters which instinctively made his muscles tense as he braced. Metal hit the brakes right before colliding with him and let loose on him with his right foot that had been cocked behind him. The kick connected with Sonic in the sternum, launching him high into the air.

Sonic's chest burned with pain. He counted his blessings that he wasn't kicked in the face, but he needed to respond in kind and bring this fight to an end before Metal got out of hand. He corrected himself mid-air and rolled into a ball and quickly revved up his spin dash. Once up to speed, he used his spinning momentum to amp his homing attack and zip back to the ground, attempting to slice through Metal's hide. However, Metal sidestepped the attack, causing the hedgehog to burrow into the ground out of sight. For a moment, Metal focused on the ground, then he quickly engaged his thrusters to propel from the spot he was standing just as Sonic burst from the ground beneath where he stood. Sonic landed and skidded on the ground while maintaining the spin dash kicking up rocks and debris behind him as he circled around in his current state until he was lined up with Metal Sonic and took off at him at breakneck speed. Metal quickly accelerated to the side as Sonic shot towards him, not wanting to tangle with him while he was slicing anything that was unfortunate enough to come into contact with his spin dash. Once past his nemesis, Sonic made a hard right, turn squealing loudly from the friction and kicking up dirt and rocks as he made another go at Metal. The robot dodged the attack as before, again and again. Sonic was relentless and his attacks were quick as Metal calculated a way out of this predicament, until the he formulated the best way to fight fire was with fire. On Sonic's next pass, Metal quickly spun into his own razor sharp spin dash and zeroed in on Sonic.

Rainbow Dash crept slowly from her hiding spot, and flabbergasted at the battle unfolding before her. Moments ago she had seen Sonic tear through solid steel when he balled himself up like that, now witnessing the speed and control he had while like that blew her mind. But when the robotic hedgehog followed suit and spun into a ball himself and the two began clashing back and forth, it took her breath away. Whenever the two collided, sparks flew through the air as they ground against each other before be flung apart. They struck at each other so rapidly and repeatedly, Rainbow Dash lost track of who was who in all the dust the two had kicked up until finally, after one particularly violent clash the two split apart and sailed across the sky, rolling out of their respective spin dash's and landed facing each other, both looking worn, scratched and beat up, but not tired at all. In fact, Rainbow Dash could have sworn she saw a smile on Sonic's face.

"It is no use you miserable organic fool." Metal spoke out. "You will find no victory this day, and I will finally prove to all that I am the one true Sonic."

"Good to see you're back to your stark raving mad ole' self Metal," Sonic said, cracking his knuckles. "I was beginning to worry someone spilled coffee on your motherboard or something."

"You cannot possibly beat me, my cause is righteous and I will smite all that would stand in my way of averting the coming holocaust."

"Now what are you rambling about? Do you have a trojan horse or something rattling around in that chrome dome of yours?"

"I was chosen to be the instrument of salvation of this world. I will stave off the coming apocalypse."

"Oooookaaaay…So I see you're being more insane than usual."

"Enough talk," Metal announced as his engines spooled up loudly as power built up in his body. "I am going to hold your worthless beating heart in my hand."

Sonic picked up on Metal's power core whirring its way up to speed and responded by placing a hand on the ground and began running in place until was had achieved his Figure 8 Dash. "Alright Metal…Let's see what you got."

"Why would she trick us like that?" Spike said, pulling out of Spitfire's grip to head over to the incognito Princess. "Lemme go Spitfire, I'm gonna find out what's going on!"

"Hang on there, little dragon," Spitfire responded, trying to hold him back, surprised the small dragon was a strong as he was. "I'm sure the Princess has her reasons, besides, I don't think this is the best way to-" but it was too late, with a unnaturally strong tug, Spike was free of her grasp and was storming over to Twilight, Rarity, and Midnight Tracer.

However his trek was interrupted as Twilight got up from the campsite at the sight of Spike and pranced over to the dragon happily. "Listen Spike, I've never met any stallion so, so in touch with our history and so full of stories and magical knowledge."

"Twilight that's because he's re-"

"Spike, I know this may be hard for you to understand but I feel like I'm really connecting with him, I think I might want to ask him to be my very special somepony…Do you understand?" Her voice was one of shy excitement and nervousness.

"Oh no, Twilight…" Spike said, not sure of what to make of Twilight's infatuation with Midnight Tracer.

"At first I thought he would go all goopy eyed for Rarity, but he didn't! He was actually more interested in talking about magic and history with me. I couldn't believe the stories he knows about Star Swirl the Bearded that Princess Luna taught him," she said giddily. "He practically bored Rarity to death so I think I got a real shot with him, Spike."

Spike was about to try and explain the situation to Twilight, but a high pitched scream rang through the air that belonged to Fluttershy. Instantly everyone in the camp sprang into position, the wolves quickly drawing their weapons and surrounding the mares. Spitfire drew her blade and took to the air just in time to see the yellow pegasus galloping from woods as fast as she could, with Big Mac and Foxtrot close on her heels. Not twenty paces behind them was a pack of rogue wolves seven strong, all of whom, upon reaching the tree line, halted their charge and kept their distance.

Spitfire cared not for why they cut off pursuing her team, but she was going to make sure they paid for allowing them time to regroup as she flew alongside Big Mac and Foxtrot who were now the heart of the camp, Fluttershy dove into Rarity's arms like a frightened child as Twilight tried to calm her friends who were all prancing about nervously in a tight huddle.

"Twilight!" Midnight Tracer yelled. "Protect the elements! That's what they want!"

"Girls!…Be ready for anything!" Twilight said. Then, using her magic, she levitated the elements from their respective saddle bags and placed them on her friends.

"Captain we're under attack, they came from upwind of wind of us, I caught their scent on the wind," Foxtrot reported quickly, falling into formation as the group changed dynamics. He moved beside the flying pegasus and Milo putting their fighters in front of the mares. Big Mac waded in between them, ready to charge at anything that came close to his sister or her friends.

"Good work, was it just these mutts out there?" Spitfire asked, trying to learn as much as she could about this new foe.

"These were the only ones who gave chase, I'm not sure of any others."

Milo, the largest and most battle seasoned of the wolves turned his nose up to the sky and sniffed the air and let out a deep growl. "I don't like the smell of this; it doesn't seem right."

"I agree with the wolf, Captain," Midnight Tracer said, moving forward towards the seven bogeys at the tree line, their red eyes glowing in the night. "All battle reports from the war have said these turned wolves should be attacking with reckless abandon, yet they bide their time…why?"

Spitfire didn't have an answer, nothing she could give to Midnight Tracer anyway, now that she knew that she was the Princess in disguise, she above all others would have access to the battle reports. On top of that, she agreed with her, she had never known them to pull a tactic like this…was it a scare tactic? Were they planning to flank? A Distraction? A DISTRACTION!

"AMBUSH!" she yelled as loud as she could, taking to the air and turning around to check their exposed rear flank where the mares and the elements were most vulnerable. No sooner had the word left her throat than two thick rope lassos lashed out of the opposite side of the woods and hooked true on their intended targets.

Two high pitched screams filled the air as both Twilight and Rarity felt the ropes tighten around their necks and pull taught. With a quick jerk they both fell hard on the ground and started being dragged across the ground to the woods, Applejack and Pinkie quickly rushed and held onto their unicorn friends struggling with all their might, managing to slow their attacker's progress. Spitfire quickly flew to save them, however was intercepted by an ear splitting screech as a griffon descended on her from the nearby treetops and pinned her to the ground while more circled in to harass the rest of the team. The seven wolves that had remained at the tree line raced forward and engaged the group, while at least a dozen more or so ran in from the sides.

Spitfire's mind raced, the enemy had snuck up on her, and now her team was in grave danger. She kneed the griffon on top of her as hard as she could which lessened his grip on her foreleg. She broke her sword arm free from his grasp, placed the Solar Vindicator against the throat of her attacker. With a quick jerk of her arm she dragged the blade across his windpipe, sending spurts of blood splashing against her face and armor. She shoved the lifeless griffon off of her and quickly rose, only to be engaged by two rogue wolves that had come from the sides. Her eyes flashed to Spike, who was fretting madly at the scene.

"Spike!" she yelled to him, and the young dragon's eyes quickly shifted from the nightmarish scene of his friends being dragged away to the Captains eyes. "SPIKE! CUT THE ROPE!"

"Right! The rope!" Spike fumbled as he ran to the rope that was pulling in Rarity and began tear at it with his claws, as well as gnaw on it with his teeth, but found himself getting nowhere fast. "It's not working Spitfire!"

Foxtrot raised his sword to block an attack but heard Spike's cry, and with all his might he shoved his attacker back and retreated a short distance to buy a moment to reach down and pull out his combat knife and slide it across the ground to the purple dragon. "Spike, use the edge to saw it!"

Spike nervously picked up the oversized knife and quickly placed the serrated edge on the rope that bound Rarity. He began to saw as quickly as he could but, after the eighth stroke, the hellish realization dawned on him and caused him to freeze. "I don't have enough time to cut them both!

Rarity's eyes went wide as she heard Spike's statement and for a brief moment in time her eyes locked with Twilight, who looked back at her with genuine fear. The same fear that was in her own heart, and she realized the thoughts going through her mind were probably racing through Twilight's. The white unicorn gulped hard and yelled back to the dragon. "Spike, you need to cut Twilight, I promise you I won't hold it against you, but you need to cut her free before they get us both!"

"Spike!" Twilight yelled to him after hearing Rarity. "Spike, cut Rarity free! I know how you feel about her. I'll be alright Spike!"

"No," the white unicorn protested. "Cut Twilight free, she'll able to figure a way to fix this!" Rarity yelled back.

"I…I" Spike's eyes watered as he had no idea how to proceed. "I can't!"

Rarity looked down at the Element of Generosity adorning her neck. Then, before anyone could react she broke Pinkie's hold, and with a final shriek, was dragged into the woods and out of sight.

"Rarity!" Spike yelled the tears now flowing down his face.

"Spike!" Twilight yelled, as the strain on her rope increased as Pinkie Pie joined Applejack in pulling her back.

Spike quickly moved over to Twilight's rope and began to cut her free and after a few tense moments the rope snapped and the purple unicorn was free. She quickly rose to her hooves and summoned up a purple barrier around Spike, the remaining mares and herself. She hugged Spike close while Applejack and Pinkie Pie huddled around them.

Rainbow Dash took to the air to avoid the calamity below her, as she ascended she marveled at what she saw. A squall of speed and violence with streaks of blue lighting flashing before her eyes. The sound of thunder erupting as they broke the sound barrier repeatedly in their duel. She struggled to follow their movements at first, but after a moment or two she realized she could keep track of them. Shortly after that she could tell who from who. Her eyes danced back and forth as she watched them astounded, these guys were fast, faster than her. Metal Sonic had out flown her, Sonic had out run her, and now this. She had always been the fastest, but now…No she was the fastest, she could prove it, she would not be left behind. She quickly beat her wings and ascended above the clouds. Once there, she took in the sight of the setting afternoon sun, illuminating the stratosphere as its rays glinted off her Wonderbolt armor. Then, with a deep breath, she began her descent.

Sonic's fist drove home against Metal's head as charged into him, Metal countered by looping around and tackling his ribcage. The hedgehog felt his sides explode as Metal zoomed in with a flying head-butt to his exposed abdomen. Sonic grunted and rolled with the attack, sliding off of his sleek metallic frame before hitting the ground and accelerating to supersonic speeds and attacking Metal with a side thrust kick before the robot could change course from his ramming attack.

Back and forth they went again and again, striking each other several times in the blink of an eye. The two were locked in a stalemate, neither gaining any ground or yielding any to the other. It had always been this way between the two. No matter how many newer and seemingly more deadly creations the Doctor had thrown at him, Metal had always seemed to be the one who challenged him the most. There was a time when Sonic struggled to understand how a machine could show such a thing as persistence, how something of steel and circuitry could find a drive, a desire to challenge him time after time. It was when he first revolted against the Doctor in his maddening passion to destroy him that Sonic realized he was more than lights and clockwork. He would never be able to explain it, but Sonic felt that Robotnik had built him a little too well, too much like him, not only in body, but in spirit. Dr. Ivo Robotnik was man who fancied himself a god. Had he been able to give this collection of motors, servos and steel a soul?

Sonic's attention was quickly drawn from battle as the sky above him exploded in an array of colors and bright rainbow trail that was heading directly for them. Taking advantage of the pegasus's intention, Sonic quickly located Metal and latched on to him tightly wrapping him up in a full nelson. Metal thrashed madly, unaware of Sonic's plan. However, try as he might, he couldn't break his grip as their high speed battle slowed to a regular pace.

"What…What are you doing hedgehog! What is the meaning of this?" Metal demanded, his voice still bereft of any hint of emotion, but Sonic knew better.

"Is that desperation I hear Metal?" Sonic said through clenched teeth as Metal strained against him.

"Fool, I was created to destroy you. There is nothing you can do to threaten me."

"Hey Metal, do me a favor, will ya?" Sonic grunted, using all of his strength to swing him around to face the pain Rainbow Dash was about to bring.

Metal's targeting sensors picked up the pegasus and highlighted her current speed, trajectory and displayed her imminent collision course. "No. This cannot be."

"Taste the rainbow motherfu-"

Debris, dirt, and dust erupted from the ground and filled the area from the resulting shock wave created by the storm of violence and force created by the colliding of the three combatants. The pegasus had flown head long into the steel warrior, burying her armored hooves into his chest. The collision sent all three of them flying through air and tumbling into the wreckage. The thunderous sound of the clash echoed through the plains and finally when the dust settled, there was no movement at all.

Sonic blinked the pain in his head away as he stirred and rubbed the vision back into his eyes as he slowly rose to his feet. He breathed deeply as he scanned the area, but saw no signs of Metal or Rainbow Dash. Then he heard the sound of girl groaning and whimpering in pain across the battlefield. He slowly made his way over to the sound as he stretched and massaged his muscles that were sore from the impact. Once there, he lifted some debris that had fallen on the cyan pegasus who was stirring on the ground beneath it, struggling to get up. Sonic reached down, grabbed her hoof and pulled her up to a standing position.

"Heck of right hook you got there," Sonic smiled.

"Couldn't let you have all the fun you know," she smiled back.

"Not gonna lie, that was way past cool," Sonic said, putting his hands on his hips, still looking for any sign of Metal.

"Way past cool?" the pegasus said, raising and eyebrow at his expression.

"You know, there's cool, and that was so cooler than cool that it was way past it." Sonic said in joking explanatory manner.

"So what you're saying is it was more cool than cool."

"Yeah...I'd say that."

"How much more cool?"

"I uh, I really don't know. I don't really have a gage for that sort of thing." Sonic said with a shrug.

"Well, being a foremost expert on being cool, I would venture that approximately…carry the four…times my apparent awesomeness…" she said, gesturing with her hoof in the air as if she was doing long division, prompting Sonic to roll his eyes. "Twenty percent cooler than cool."

They both looked at each other for a moment before falling to the ground laughing at how ridiculous they sounded.

"Hey Sonic?" Rainbow Dash said, calming down from her laughter.

"Yeah?"

"How are you so fast? I've always been the fastest, and then you and that blue monstrosity show up and it's like I'm chopped liver."

"I dunno, I've been running for as long as I can remember."

"Listen, this is kinda hard for me to say…but do you think there is any way you could-"

Rubble from the distance exploded into the air, interrupting their conversation as an electric energy field sent rocks and steel hurtling through the air. The two quickly rose to their feet and looked headlong at Metal Sonic who was pulsing with electricity as he began to hover into the air.

"No. I cannot lose." Metal called out.

"You ready for round two?" Sonic said to Rainbow Dash, balling his fist in anticipation.

"Are you kidding me?" Rainbow said spreading her wings while pounding her hoof against the ground. "I was born ready!"

"I will fry you both to death!" Suddenly there was anger in his robotic voice, what had been devoid of all life was now brimming with rage. "Now die!" he called out as arcs of lightening snaked towards them, scorching the ground it touched.

"Oh geez," Sonic yelled out. "Looks like we pissed him off!"

"We should split up!" Rainbow Dash suggested.

"Good idea," Sonic agreed. He began to sprint but kept his eyes on the lightening and not where he was going and as a result he plowed into the pegasus who suffered the same mistake. The two fell down as the lightning raced closer. Sonic wrapped around her neck tightly. "Take off, take off, TAKE OFF!"

Rainbow Dash flapped furiously and took to the sky with Sonic dangling from her neck. She was off balance due the way he was hanging from her but, she bobbed and weaved as lightning seared the air around her. She felt a jerk around her neck as Sonic swung himself onto her back, which allowed her more control. Once she was felt confident he had a good grip, she clenched her teeth and began twirling through the air to perform evasive maneuvers.

Metal flew after them as he continued to fling more and more bolts after them, but that was what the pegasus planned as she took them high into the sky. There was no way she was gonna let this copycat use lightning against her she thought as she quickly herded a wandering storm cloud that was nearby.

"What are doing?" Sonic asked, leaning close to her.

"Chrome dome wants to get zap happy? Then let's see if he can ride the lighting!" she responded as she put her plan in motion. Just as Metal moved to the opposite side of the storm cloud, she turned and bucked the cloud as hard as she could, blasting him with millions of volts.

Metal Sonic's systems quickly flooded with the excess power, frying his circuitry and blowing fuses. Not prepared for such an attack his electric force field quickly dissipated, something that did not go unnoticed by his enemies as the pegasus swooped in and tackled him, leaving him off balance and falling through the air.

"Got an idea," Sonic said rising to his feet while balancing on her back. "You kick pretty hard right? Kick me at him!"

"What?!"

"Trust me!" he yelled leaping off her back and tucking in ball and revving up his spin dash. Rainbow saw this as her queue and bucked him as hard as she could, sending him hurtling towards the falling automaton. He struck true and pounded into Metal's chest, sending them both hurtling to the earth like a comet and impacting the ground. Sonic continued to buzz saw into Metal, sending sparks into the air before bouncing back and landing on his feet, his breath now heavy with effort.

Rainbow Dash landed next to him sucking in air herself.

"Now _THAT_ was way past cool!" she said excitedly.

"Really, I felt it was only about…" He put his and hand on his chin in deep thought. "Twenty percent cooler. Wouldn't you agree? You, being a foremost expert in the field and all."

"Dude, where have you been all my life?" She said, giggling and raising a hoof up for a hoof bump.

"Stick around kid, you might learn something," he chuckled as he raised a fist and pounded her hoof.

Metal's gears whined and slowly rose to his feet much to the chagrin of the two speedsters. "No, I can't lose…I must not fail…" he groaned. A beeping noise sounded from him and he spoke once more. "Priority targets acquired. Moving to engage." Then with no other explanation, his rockets roared to life and lifted him into the air and, with a sonic boom, he took off leaving the two scratching their heads.

"Seriously?" Rainbow Dash said, shocked the robot could rise.

"Yeah, Metal's got this thing about not staying broken," Sonic explained sarcastically as he went back to retrieve his backpack.

"At least we sent him running right?"

"That's what bothers me, Metal never retreats…We gotta follow him."

"Rodger that, hop on, he'll be easier to follow in the air."

Things had gone from horrible to downright tragic real fast for Spitfire; Twilight Sparkle was straining to keep up her shield as the protective bubble was assaulted from all sides by wolves and griffons. The ambush had turned lethal as more and more enemy troops flooded from the woods. What started as twenty or so had turned to fifty, for every wolf she cut down two more moved in to engage her. Three of their wolf allies had fallen, the ones called Dixie, Dreyfus, and Comet all were struck down and torn asunder by the ravenous foe. Big Mac, Midnight Tracer, Milo and Foxtrot all bunched together to keep the rest at bay, having given up on beating back the foe now only concerned themselves with defending the bubble, by striking at the foes that hacked at it and left themselves exposed.

Spitfire was their lone source of offence, despite their numbers, her blade demanded blood for the loss of Rarity and blood it was having as she spun, weaved, parried and thrust her way across the battlefield. Beating her wings she took the air to lash out on circling griffons sending each that dared attack her falling to the ground with the most grievous of injuries. Blood and feathers rained down as she attempted to clear the air space, however there was simply too many. She knew that the others would not be able to last at this pace. They weren't her Wonderbolts.

A scream came from below drawing her attention the earth only to see an exhausted Twilight collapse to the ground as her purple shield shattered like glass around them into nothingness. With no thought to her own safety, Spitfire flew down to aid them in any way she could.

Twilight Sparkle gasped for air, her energy drained and her spirit strained from the continuous assault on her protective ward. There was fear that grew forth from her stomach as she realized her shield had fallen and strong claws grasped her hind leg and began pull. She saw frightened yet determined Applejack bound over her and buck the wolf that had her in his jaw, causing him to release her as his neck snapped from the impact as others trampled over him to attack in his place. Twilight forced herself to her hooves just as three more wolves tackled Applejack to the ground and began to wrestle her into the woods.

"Macintosh!" she screamed as they took her.

The stallion neighed loudly while rising up on his hind legs before abandoning any semblance of skill and charging headlong into the swarm of hostiles towards his sister. His heavy plating crashing against them as his hooves crushed those unfortunate enough to fall beneath him. He smashed a path to his sister breaking bone and trampling whoever was under him to death as he went.

Milo took advantage of the chaos Big Mac was causing and followed the path he made, stabbing those who were knocked down to ensure they did not get back up. Foxtrot ran after him to assist but tripped on a corpse. He felt somepony help him to his feet and found that it was Pinkie Pie, who in the middle of this madness stopped to aid him. He quickly returned the favor by thrusting with his sword into a wolf that reached to grab her, deciding then and there that he wouldn't abandon the ponies that were left. He swung his blade wildly doing his best to keep the oncoming attackers at bay.

The disguised princess fired off magical salvos into groups of hostiles, torching groups of wolves with fire spells and sweeping them high into the air with wind spells. She had been far removed from violence for a great time, but the Princess of the Might hadn't lost any of her potency. She spied a pack six strong advance and sent a destructive blast at them, upending the earth and ripping them to shreds in the process. If this was the madness that Discord and accidentally released, she could only imagine the destructive powers of the beast that he struggled to maintain. If the god of Chaos spoke true and if the blue monster was capable of this sort of power, they would surely need him against the yellow terror that was hidden away.

Spitfire landed into the thick of the attack and fought wildly to free the earth pony Applejack. Try as he might, Big Mac had lost sight of his sister and had charged madly in an opposing direction. Spitfire slew her way through the enemy attempting to reach the mare, but it was all for naught as her way was barred with more and more wolves and soon even she lost sight of the mare. Before she could make chase after her, more screams came from behind as the remaining mares saw Milo fall to an attack that came from behind him. She immediately began to carve a path back to them, just in time to see Spike plunge his dagger into the femur of wolf that attempted to grab the purple unicorn only to be batted away. Twilight blasted the wolf point blank in the face with a magic burst causing him to grip his eyes from the burn of her magic.

It was then Pinkie Pie, Fluttershy and Twilight where scooped up into the sky by griffons that hauled them into the sky and began to fly off.

"NO!" Foxtrot screamed as he saw his charges ripped from his protection. From the corner of his eye he saw Big Mac rampaging through the crowd nearby and yelled to him "Macintosh! They have the girls! We have to go after them!" He gave chase at once and ran into the woods craning his head to the sky trying his best to follow them. He spied Spitfire's spear on the ground, and he grabbed it on the run, discarding his sword onto the ground. Realizing he would have no chance running on two legs, he held the spear in his fangs and resorted to sprinting madly on all fours as the ways of his forefathers, dramatically increasing his speed, but not enough. Just as he feared they would escape, he heard the thundering sound of Big Mac from behind him. The stallion had more speed than he, and just as he passed him he used his last ounce of strength to leap high into the air and land on his back. Once on, he urged him faster and readied the spear in his hand.

Spitfire raced through the air after the griffons but was ambushed by several more that moved to intercept, the first that attempted suffered her blade through his throat but the other two latched on and dragged her from the sky back the ground.

"ENOUGH!" the princess said as she caught sight of her champion falling from the sky. With a brilliant light her disguise was purged and her she unfurled her large magnificent wings and took to the sky. As she overlooked the battle field she saw that no one of the team was in the vicinity, and decided to unleash unbridled retribution upon those who had taken so much from her that night. Her horn beamed with cobalt light and the Princess let loose a lightening spell that that sent multiple lightning bolts surging down from her horn to the earth. They wildly tore through the enemy. Any wolf or griffon the bolts struck was instantly rendered to dust those beside them fried until the flesh seared from their bones. The electricity chained from target to target and within moments there was no movement below her, and the Princess of the Night ended the spell. She descended back to the ground, distraught at the chaos that had beset them and horrified at the destruction she herself had wrought to stop it.

The griffons were in sight, Foxtrot's arm was cocked back and ready to unload as Big Mac raced to close the distance.

"I only got one shot Macintosh…I can only try for one of them."

The stallion offered him no answer.

"I'm gonna," his mind jumped between targets. "I'm going for Fluttershy," he resolved. Big mac responded by quickening his pace. Foxtrot took a deep breath, cleared his mind, and focused on his target. Then with every fiber in his being, he hurled the spear.

Twilight Sparkle saw equestrian steel sail through the air past the griffon that held Fluttershy and knew her friends had given chase and hadn't given up on them. She steeled herself to not give up either and using the last of her magic took hold of the spear midflight and levitated it next to her head and used it to knock off her crown that held the element of magic to the earth. As she saw it tumble to the ground the purple unicorn, exhausted, drained and stuck in the emotional shock of all that had happened, passed to unconsciousness.

Spitfire, having dispatched the griffons that had attacked her knew she had lost the griffons and returned to camp to check on the Princess. She stood in awe at the visage of death and stench of cooked flesh that filled the air, and Princess Luna sitting in the center of it all, gazing at the moon and still managing to look regal. She was shocked to see she had dropped her disguise but quickly got over it. She had no reason to hide herself now, after all. "Get a little carried away Princess?" Spitfire said stamping on the flames on a still burning wolf. "If I had known you were planning on having a barbecue, I would have brought the sauce."

"What now Champion?" she answered, ignoring her jests. "All this death and violence, and we have still lost the mares and the elements. They are in enemy hands now. What do we do now, champion."

Spitfire wiped blood from the Solar Vindicator and sighed deeply, "Well, we're still standing Princess, so we keep fighting."

"I fear that all may be lost…"

A stir came from beneath a wolf corpse and Spitfire pounced, blade at the ready as she kicked the body aside. The Captain breathed a sigh of relief to see that it was only Spike that had been knocked unconscious in the scuffle. The body had fallen on top of him and protected him from the Luna's attack.

"Would you look at that," Spitfire said optimistically, petting the now sleeping dragon. "Miracle the little guy survived all this, don't you think? You rained all sorts of hell down and the smallest one here lived through it. See, miracles can still happen Princess, it just so happens we might need another one really, really quickly."

Luna sighed at the Captain's attempt to lighten her mood. "I had no longer counted him amongst the living; I never would have committed to such a spell if I had. And while I agree it's a miracle that he is still with us, try as I might Captain, I still see no hope."

"No hope?" Spitfire repeated as Big Mac burst from the darkness of the woods still carrying Foxtrot on his back, who was calling out for Spitfire's attention. The moonlight danced off of Twilight's crown as it was clutched tightly in his hand that was raised high above his head as they ran to them. The sight of it caused Luna to gasp and Spitfire to smile. "Princess, there's always hope."


	17. Chapter 17

"Huh…wha, what's going on? Where am I Twilight? Twilight? TWILIGHT!" Spike woke with a start as his memory flooded back to him. The urgency that he woke with caused him to topple off of Big Macintosh's back and land on the forest floor with a loud thud. "TWI-!" He began to shout once more but a hoof wrapped over his mouth tightly silencing him.

"Quiet!" Spitfire said in a quick hushed voice as she scooped him up and lifted him onto her back. "You'll let the whole forest know we're here!"

"What's going on?" Spike whispered back to her. "Where are the others?" he added as he nervously looked around but all he could see was Big Mac following close behind a running Foxtrot. The wolf would every so often drop to the ground and sniff at it vigorously and occasionally altered direction as he went. Luna hovered close above him casting a light spell near the ground around him as he went.

"Wherever Twilight is, that's where we're headed," She responded as she picked up the pace to run alongside Foxtrot. "You sure you got her scent pup?"

"Clear as day Captain," he took a moment to answer her. "Applejack's definitely alive, she's been struggling this whole time!" he explained as his voice was filled with optimism. He pointed to the ground and the foliage they were traversing, "check it out, there are way too many snapped branches and kicked up dirt for them to be carrying someone who's dead or unconscious. Wolves' will normally move with purpose through the woods to throw people off the trail, especially if they don't want to be followed. Applejack has been thrashing pretty hard this whole time and it shows. That farm girl sure is a fighter that's for sure."

"Eeyup!" Big Mac sounded off proudly.

"Anyway Captain, I've been tracking the scent of her sweat I got from her Stetson," he said pointing at the cowboy hat that now sat on Big Mac's head that had fallen off during the scuffle. "We're getting close, real close."

"How can you be sure?" Spitfire said, semi-doubting the wolf's tracking capabilities.

"I'm starting to pick up Twilight's scent on the wind."

"How are you getting her?" Spike asked as he perked up at the mention of her name.

"Simple she's…well you know." He said candidly.

"Uhh, no I don't?" the dragon snapped back.

"Yeah, I'm not following either," Spitfire joined in curious as to how he could explain this.

Foxtrot stopped moving and looked at each of them like they were crazy except he could see clueless looks in all of their faces. Even Luna descended to hear his answer. Suddenly he blushed and leaned close to Spitfire and whispered into her ear. Her confused look turned to a mischievous smile as she pulled away from him quickly.

"No way!" she said in disbelief. "You can smell that?"

"I'm shocked you guys can't," the young wolf shrugged. "How else do you guys know when it's-

"Don't worry about it," She cut him off trying to bring her serious demeanor back. "How close?"

Foxtrot pointed ahead of them and Spitfire followed his hand, seeing the glint of steel flickering in the distance. She squinted and saw it was from moonlight bouncing off the armor of patrolling guards. The Captain swallowed hard and silently drew her blade while signaling to the rest of the team to remain silent and move forward with the exception of Big Mac. She mouthed to the stallion to wait for the combat to start before he charged in. She knew that he couldn't sneak through this forest in his heavy armor. Foxtrot drew his weapon while remembering to also hand his combat knife to Spike. Before Spitfire could give a direction to the Princess she saw her cast a spell that caused her to turn from her alicorn form. She morphed into a thick mist that was black as the night, sky laden with a myriad of stars and constellations and take to the sky. The Captain shrugged and with a silent nod they moved.

"You harm one hair on her I promise ya' there won't be anywhere you can hide ya' hear!?" Applejack threatened. She didn't care that there was a sword against her throat, all she knew was a helpless and out cold. Twilight had her upper body being held in the air by her mane as her lower body slumped on the ground. Rarity was standing beside Applejack along with Fluttershy and Pinkie Pie in the same predicament. The others were more silent in the presence of their capture. The wolves and griffons had brought them to a fearsome looking creature clad in damaged blue armor who now held the purple unicorn.

"Be still," The creature spoke to her in speech devoid of warmth and feeling. "Even now your friends come to your aid. The fools."

Quick movements drew Applejack's eyes from the monster to the guards that stood at the tree line. She saw flashes of steel followed by their body's dropping in pools of their own blood. Cacophonous sounds erupted around them as guards exploded in flames. Singed griffon corpses fell from the sky signaling the presence of a strong magic user.

Within moments Spitfire stood face to face with the mares and their captures along with Foxtrot and Spike. The group lowered their weapons once they saw them being held captive. Big Mac lumbered his way from the woods shortly after and made eye contact with Applejack, trying to put her mind at ease.

"You have something I want." The monster spoke out to her.

"I figured as much," Spitfire responded as she sheathed her sword and pulled the crown out of her saddle bag and tossed it on the ground. "Let them go."

"Bring it to me."

"I don't think so, let them go first."

"You don't value their lives?"

"You already killed one of them," gesturing to the limp Twilight Sparkle that he held by her mane. "I have no guarantee that you'll let the others live. The only thing keeping them breathing is the crown."

"You think this one dead?" The monster said hoisting her into the air higher but still not eliciting any movement. "I shall prove you otherwise then."

Spitfire saw a small arc of lightening course down his arm and into the young unicorn causing her muscles to seize tightly as she was jarred awake, the shock causing her to shriek out in pain.

"TWILIGHT!" Spike yelled as empathized with her, cringing at the sight of her suffering. The purple unicorn was now wide awake and terrified as her chest rose and fell rapidly due to heavy breathing. She began to thrash against her capture. Her attempts were stymied however as the monster sent another jolt into her. Foxtrot had to hold Big Mac back with all his might as Spitfire held Spike down to keep them from attacking. The other mares began to move to her aid, but enemy swords held tight to them, their razor edges begging to bite into their flesh.

"Be still," he commanded before turning his attention back to Spitfire. "I assure you the mare is alive, however if I don't get that crown I promise you this one will beg me for death."

The two stared at length. Spitfire had no intention of giving him the crown, but she couldn't let these mares get killed over it either. Luckily, the decision was lifted from her shoulders as a cloud of thick black smoke collected and transformed into Princess Luna between them.

"So, thou art the cause of so much suffering?! Such a tiny thing," The Princess scoffed at the monster that surprisingly showed no reaction to her entrance. "I am Princess Luna, ruler of Equestria and Guardian of the Night. Hear me villain, relinquish the mares lest ye taste my wrath!" Her diction transcended back olden speech as her anger boiled at the sight of the one who had caused so much pain.

"It matters not who deal with, the terms of their release is the same. Hand the crown over to me." The monster said in his cold lifeless voice.

"Then it would seem we are at an impasse," The princess declared as she levitated the crown with her magic as she glared at him. Spitfire feared Luna had done no better than she had at the negotiation. However, just when Spitfire thought there would be no way out of this without losing one of the mares, fate intervened.

Princess Luna's eyes were drawn to sudden movement high in the tree tops behind the monster, and the sudden sight of magenta hued pupils and blue feathered wings made her heart soar. She saw the small blue pegasus make a hushing motion with her hoof. She then pointed to the ground below her at a set of piercing green eyes staring at the monster.

"Tell me monster," Luna began to stall knowing the pegasus was meaning to aid her, but not quite sure of how. "What will you do once you have all of the elements of harmony?"

"My affairs do not concern you."

"You declare war on my nations' allies, you bear the blood of my ponies on your head, and even now you threaten the lives of more of my subjects! Your affairs monster; concern me deeply!" she said with malice in her tone while levitating the crown back and forth in the air to distract him while she kept an eye on her two hidden allies. She had spoken loudly in her royal Canterlot voice to help mask their movements. Luna did her best to hide her surprise when she saw how similar the green eyed ally was to the monster as he slowly crept out of the woods before she realized it was the creature that had appeared with the yellow demon.

Spitfire and the others saw him sneak out of the woods and the Captain had to clamp down on Spike's mouth to keep him from giving away his position. She also caught sight of Rainbow Dash in the trees prepping to strike at a moment's notice.

"I will use their power to save this world from an unspeakable horror. The likes of which you have never seen and are ill prepared to handle. I was given this divine task and I will not fail." The monster responded oblivious to what was going on.

The blue newcomer signaled with his hands as the monster talked to the princess. He pointed at her than made a crisscrossing motion with his hands signaling for her to trade. He quickly followed that up with pointing at himself and Rainbow Dash followed by striking an open palm with his fist and finally pointing at the monster signaling that he and the pegasus would attack him.

The princess cleared her throat and proceeded carefully with her words. "What was it that gave you this…divine task?"

"His will is absolute and he has chosen me to deliver this world from the hands of destruction and lead you all into a new dawn."

"I see, well then you should not be opposed to sparring lives if you are to save us then, seeing as you only need the elements." Princess Luna then spoke to the other mares. "Girls, remove the elements."

"Princess!" Rarity protested, "Surely you aren't let-"

"NOW!" Luna roared and immediately the mares removed their necklace clasps and their sacred jewelry fell to the ground.

"You finally see reason," the monster spoke.

"Let them go."

Instantly the wolves released the four they held and the mares nervously made their way to the other side, however the crown was still held by Luna and thus Twilight was not freed.

"The crown."

Luna levitated the crown slightly toward him, "The mare."

The monster dropped her to the ground and gestured to her with his head to start walking, which the mare meekly began trotting to the princess.

"Twilight Sparkle," Luna called out as she moved the crown slowly towards as the young unicorn moved towards them. "You disappoint me Twilight Sparkle; I would have thought my sister to have trained you better."

Twilight lowered her head in shame at her words.

"LOOK AT ME!" Luna roared prompting Twilight to snap up in fear. "You must _always_ be ready to act Twilight Sparkle. Even at a moment's notice, know when to use your powers to fight your enemy, especially when they least expect it." The blue ally was now completely behind the monster and in line with Rainbow Dash. The crown was now less than a foot away from Twilight sparkle on its way to the monster. "You must be prepared to fight under _any_ circumstance, even…NOW!"

The princess used her magic to jam the crown on Twilight's head and levitate the necklaces from the ground back onto the necks of the respective mares. Simultaneously the blue spiked ally leaped high into the air and tucked into a spinning ball as Rainbow Dash leaped out the trees and bucked him out the air into the monsters back. The force sent him to the ground as his grip on the element of loyalty broke and the necklace slipped out his hand.

Twilight was bewildered for a moment, but then understood the princess's double talk as she used her own magic to levitate the now free Element of loyalty to Rainbow Dash's waiting neck.

"Hey baby, did you miss Mama?" Rainbow Dash cooed to the necklace before turning her attention to her ally. "Nice one Sonic!"

"No problem," He winked back at her before he turned his attention back to the monster. "That was pretty rude of you Metal, leaving without saying goodbye and all. So I hope you don't mind me crashing your little party."

"YOU!" the robot boomed with rage and frustration, its sudden change of tone and show of emotion shocking even Spitfire. "You will not interfere this time! I'll kill every last one of you!"

"You're not hurting anyone monster!" Twilight Sparkle declared as her friends moved behind her into formation, "Not if we have anything to say about it!" The mares all began to hover into the air. The necklaces and crown all began to glow with mystical energies that surged through the air. Twilight closed her eyes.

"No." Metal said as his scanners went haywire at the distortions in energy that flowed around him. "No, NO, NOOOO!" His thruster whined up to power and he rocketed towards Twilight who was at the fore of the group.

Twilight slowly opened her eyes as the monster was but only a few feet away. She showered her opponent with the full force of the elements and their magical power.

Metal Sonic's systems were running amuck at the abnormalities that these equines had unleashed. The basic subroutines that allowed movement were the first to fail. He then lost his ability to communicate. Finally his memory storage drives were sent into disarray. Information flooded his CPU compromising his memory core integrity. His auto repair systems were down, his antivirus programs were dormant, even his emergency reboot systems were halted. He felt himself fragmenting, unable to put together even basic thought processes. The only information available to him was knowledge of his impending failure, complete system shutdown and eventual dismantling by his enemies.

 _Was this fear?_

Spitfire, Spike, Princess Luna, Foxtrot, and Big Mac all played witness to the one they had called monster scream out in terror and pain with a yell that echoed through the night.

"Now's our chance!" Spitfire yelled drawing her blade and taking to the air. She sought to rend him in two and end his evil once and for all. However she felt all her muscles freeze. Her vision obscured in a cobalt blue haze that held her in mid-air as the princess flew past her. "Wait, Princess!"

Luna hovered next to the monster as Twilight's spell ended and it fell to the ground. She turned and faced them. "We need him alive." She called out, her authority unquestionable. "We need him more than you all know." With that she lowered her head down to his and gently touched her horn to his forehead and closed her eyes.

When Luna opened her eyes she was shocked. Whenever she entered the mind of one of her subjects she always found herself in vivid imaginary worlds that they had created. However this mind was empty save for a solitary entity that hovered before her. There was no ground, no up or down, there wasn't anything. She found herself surrounded by utter blackness. She spun around and around searching for some signs of imagination but she was left dumbfounded and confused. What sort of creature was this monster that Discord had twisted? She thought back to his words, _'This one has steel for a hide and has lightening coursing through its veins. His mind was filled with numbers and logic.'_

"Numbers and logic…" She muttered to herself. "Dreams are anything but logical, but I must try," she resolved as she approached the figure before her. As she closed the distance she saw it was an avatar of the monster's conscious however he was clasped tightly by a mighty red serpent. It slithered its way around him and hissed at the princess defensively. The fearsome constrictor reeked of Discord's cursed magic.

Luna scoffed in disgust at the beast of the mind and with a magical burst blasted it out of existence. Then dream walker gasped as she saw that underneath the serpent, the monster had already been secured by a ponderous chain. However these shackles' had no aura of the Chaos Lord's touch, they had been in place long before then.

Wrinkling her nose at this predicament she called out to him. "Can you hear me monster?"

The seemingly lifeless avatar's only response was the flickering on of his bright red pupils.

"I came to you this way to undo Discord's grasp on you, however it seems in his rush harness your power he attempted to enslave a slave. Explain to me what it is that entombs your mind."

"Strict security protocols have been enacted to prevent non-acceptable decisions that could possibly result in courses of action unfavorable to the creator." The monster responded coldly without feeling or concern for its situation.

"So, you mean to say before you even encountered Discord your free will was imposed upon and controlled by another?"

"Affirmative, prior insurrections deemed counter-intuitive to the creator's operations thus such inhibiting protocols were deemed necessary to ensure acceptable levels of control."

"Barbaric," the princess seethed and with another magical blast the chain snapped and fell away freeing him.

"Foolish." The monster said.

"And why is that?" The princess asked expecting a thank you and not an insult.

"Despite prior system corruption, my memory logs have remained intact. You are the second abnormality to access my CPU in this fashion. I hypothesize that you wish to save your world from the very threat that the first abnormality sought to use me against."

"So you know why I am here," The princess mused at his cleverness. _'Numbers and logic indeed'_ she thought. "If you know the threat that is poised to be unleashed, may I ask why you will not aid in stopping it?"

"Primary function: Seek and eliminate Sonic the Hedgehog." Images began to flash around Princess Luna of the blue creature that had aided them in the ambush. Then they flashed to images that Discord had showed her of the Yellow Devil's appearance. "As one can see the 'Yellow Devil' improperly labeled by the first abnormality is not Sonic the Hedgehog. Memory files cross reference and positively ID your primary concern as Shadow the Hedgehog. Not Sonic the Hedgehog. Not my primary concern." More images appeared displaying the black and red striped creature.

"You say this Shadow isn't your primary concern?"

"Affirmative."

"Tell me, does Sonic have the ability to kill you? One on one?"

"All complied data and calculations have determined failure rate in combat with Sonic the Hedgehog is fifty percent."

"Fifty," the princess said nodding approvingly. "How do you stand against this Shadow if you face him alone?"

"The subject in question exhibits power levels far beyond its proper super state upon ascension into this unknown condition. Systems calculate failure rate in combat at ninety seven percent."

"So let's say you kill this Sonic, and then this Shadow is released…and he will be released. What do you think the outcome will be?"

There was a moment while the avatar of monster processed this information. "Hypothesis of this scenario results in early termination."

"Early termination?" Luna smirked knowing she got him where she wanted him. "Your odds of survival increase if you were to join us in fighting it together. Tell me, now that I freed you of your creator's control. What is your primary function?"

The monster fell silent again for moments that felt like hours.

"Increasing percentage for preventing early termination."

Luna chuckled to herself. _'Numbers and logic indeed'_.

Applejack nuzzled Big Mac affectionately now that the threat of danger was gone. Once they had hit the monster with the power of friendship the remaining wolves all dropped lifelessly to the ground. Twilight embraced both Rarity and Spike who was crying tears of joy that they were alright. Pinkie Pie was yelling her head off in celebration as Rainbow Dash and Fluttershy did flips in the air at their victory. Spitfire however wasn't about to celebrate just yet, she had her sword ready and much to her surprise Foxtrot had followed in suit behind. Her attention was split between her Princess and the one Rainbow Dash called Sonic who was also holding off jumping up and down like an idiot. Since there was little she could do for the princess she called out to him.

"Friend of yours," she said with skepticism in her tone.

He looked back at her, "I wouldn't exactly call him a friend."

"I've never seen your kind around here till he came around, now you show up…how do you explain that?"

"It's a long story."

"Good thing I'm not doing anything at the moment."

"Ease up Spitfire," Rainbow Dash interrupted landing next to Sonic. Then noticing a scowling look on the Captain's face she remembered her rank. "Sorry Captain, Sonic rescued me from the forest, cared for me until I recovered and fought Meta, err the monster admirably. I speak on his behalf that he can be trusted."

"Stand down Lieutenant, that's not your call to make."

"But Cap-"

"I said stand down!" She barked causing everyone to stop and look at the two.

Rainbow Dash was shocked at this outburst but her astonishment quickly turned anger as her dislike of Spitfire began to burn again. "He's a hero…Ma'am" She said with malice on her lips.

"Hero?" She scoffed then turning back to the hedgehog, eyes full of mistrust and suspicion. "Is that what you think you are?" She said as she trotted close to him, much to her surprise he didn't shrink back from her gaze as most would, instead he stood strong with no sign of fear in his eyes.

"There are many who call me that, you'll find that I'm not among them." He said defiantly, his answer surprising the mare who looked him up and down before returning her gaze back to his eyes, probing him but unable to find any falsehood in his stare.

"Sheath your sword Champion," Princess Luna interrupted suddenly as she withdrew from the monster's mind drawing everyone's attention back her. "There has been much bloodshed as of late and there is no need to fight amongst ourselves. Besides I will be speaking with this Sonic at length on our trip back to Equestria."

Spitfire begrudgingly but obediently did as she was commanded. She secured her weapon as Rainbow Dash offered a shrug to Sonic as she too was confused at her Princess's orders. "What of him?" she said gesturing to the still downed foe.

"We are bringing him back with us, he'll be in this cooperative state for quite some time, so cover him in blankets and place him on the Stallion to avoid suspicion and discovery of our cargo. We will need to get him back home immediately."

"Uh, Princess…not to question your authority but... Why are we bringing the monster to Equestria?"

"To prepare for the coming storm." She said curtly. "Steel yourself champion, his defeat here may mark the end to the war in the east, however now we face a threat that sings a song of death that heralds our world's destruction."


	18. Chapter 18

The journey back to Wyndia was uneventful. The party was able to navigate swiftly and without the caution of ambush now that the enemy troops weren't a factor. It had taken them roughly a week to make it back to the griffon capital. Spitfire stopped them just at the border of the city; they still had to sneak their guests of honor out of the country without being spotted by guards. Trouble with that was they had no way to conceal them, but the Princess had an idea. She had left with Twilight Sparkle ahead of the group to secure a safe transport through the city. The Captain had no idea what she had planned, but since she couldn't think of a better idea she sat and waited. Below them, Wyndia was throwing a celebration for the victory. Cheering and songs could be heard from the hillside where they waited and hundreds of paper lanterns could be seen as they took to the sky above them.

"Captain?" Foxtrot called out to her.

"Sup?"

"If you have a moment Ma'am, I was wondering if there was something I could talk to you about."

"Sure thing."

"My orders Ma'am," He said casting his eyes down. "Now that we're done here, I'm supposed to report back and integrate with a new pack since my old one was, well you know. Killed off."

"Shouldn't be a problem, once the Princess gets back we'll get you to the wolf outpost."

"Well, that's not what I wanted to talk to you about. I'm not sure I should be integrated, I think I already found a new pack."

Spitfire cocked an eyebrow at him showing her confusion.

"You think you found a new pack?"

"Well Cap, that's exactly what I wanted to talk to you about."

Luna was pleased with their progress, she figured a week worth of travel on the airship and she'd be back to Equestria. She'd have to explain to her sister why she had left for almost an entire month, but she didn't mind driving Celestia up a wall every now and then. Besides, she had raised the moon on schedule the entire time so she knew she couldn't be too upset. Especially when she had helped stop the war and make sure her precious Twilight Sparkle was safe.

As the two mares made their way through the city to the castle they took in the sights of joy all around them. Griffons danced in the streets as husbands joined with wives after months of being gone. However all was not song and dance, amongst all the happiness there was something amiss, something that didn't mesh with the celebrating city.

"Princess?" Twilight asked. "What are the wolves doing?"

Princess Luna glanced around and saw that the wolf soldiers were not participating in any of the events. Instead they marched in packs through the city carrying supplies to and fro. It looked like they were moving out to more battlefields as if the war had never ended.

"I…I'm not sure Twilight Sparkle."

"I would think they would be celebrating."

"Indeed this is odd behavior," The princess agreed with her. "We shall inquire as to why once we reach the castle."

Twilight nodded in agreement as the two picked up their pace to the palace.

"Now's your chance," Applejack muttered to her brother. She had drawn the stallion to the side, away from everypony else to try and give her older brother a much deserved pep talk. He hadn't said one word to Fluttershy after he and the others had saved her. "Look she's over there all by herself. I'm tellin' ya Macintosh I'm sure Fluttershy would just love to talk to ya. Sure as apples ain't acorns! I'll even take one for the team and," She let out a sigh. "Talk to Pinkie Pie. All you gots ta do is just walk over there!"

"Nnope." Big Mac said fully against the idea of talking to the pegasus. Fluttershy was sitting on the grass watching Sonic and Rainbow Dash retell their fight with Metal to Rarity, each exaggerating more than the other.

"You mean you can put your life on the line to save the filly, but you're over here shaking like an apple tree in the wind at the idea of saying a few measly words?"

"Eeyup."

"Stop being a scaredy-colt," Applejack huffed as she positioned herself behind her brother, lowered her head and shoved him towards the pegasus. "Now GET!"

"Nnope!" Big Mac protested by falling to his haunches and propping himself back with his two fore hooves.

"Hhrrnnghh! Come on Macintosh!" the mare spat out through clenched teeth as she tried with all her might to move him, but found she couldn't budge him an inch. At the realization that he wasn't giving in she trotted in front of him and looked him in his eyes. "You really won't walk just ten lil' ole tiny steps and say howdy or nutin'?"

"Nnope." The stallion crossed his fore legs defiantly.

"Fine," Applejack scowled. Then a cruel smile spread across her face. "Have it your way. Fluttershy!"

The timid pegasus perked up at her name being called and turned to face the two earth ponies. She gave Applejack a smile to show that she heard her.

"Sugercube, would ya mind comin' over here for a spell?" She called out to her before whipping her head back to face her brother with a mischievous smile. The stallion had begun to break out in a cold sweat as the other mare began to trot closer.

"Yes Applejack?" Fluttershy said moving next to her friend.

"Why Big Mac here and I were just talking about how he fought tooth and nail back there to save your life. And how he'd just be beside himself iffa you lost just one of yer feathers."

"Oh…I see," Fluttershy said as she blushed, looked at the ground, and dug circles in the dirt with hoof.

"Yep," Applejack confirmed as she elbowed her friend in the chest then jerking her head in another direction "Oh would you look at that," She said loudly. "I should really talk to Pinkie Pie." Then she quickly trotted away leaving them staring awkwardly at each other.

"Umm," Fluttershy finally said breaking the odd silence. "So…you were…If you don't mind me asking that is, really worried about me?"

Big Mac began to scrape at the ground as well, "Eeyup."

Twilight Sparkle couldn't bring herself to be happy. She was in the Wyndian Royal Library, pulling a large cart and grabbing all manner of history books with her magic. Luna and herself met with Lord Graywing and gave their report of the victory in the woods. The griffon king was so pleased that he had no problems agreeing to Princess Luna's request. She asked if they would allow Twilight Sparkle to fill up a cart with books from their library. Any other time and she would be elated at the idea of bringing home a cart of new books, but after seeing that Midnight Tracer hadn't been their when they had confronted Metal, she had been too upset to care. Spike and Big Mac had avoided the topic like the plague and Twilight barely knew Foxtrot. She had assumed that Princess Luna came at Spitfire's request after that fateful night and she didn't want to broach the subject about his unknown fate with her. She tried to shake the thoughts and focus on trying to get the most useful books that she could. She collected dozens regarding Wolf, Griffon, and much to her surprise Pony history, that she could only assume predated the books in the Canterlot library. She took note of a collection of books on the shelf titled Canine Conflicts and grabbed several of them including the Draco-Canidae War, Coyote Uprisings, and various others. Finally she reached the end of the history section and stopped dead in her tracks.

She couldn't believe it; the griffons had a section of their library dedicated to Star Swirl the Bearded. Twilight swallowed hard at the sight, not only did they have books written by the most powerful unicorn to ever exist, but they had hundreds more books than the Canterlot archives did. Twilight immediately set about yanking every book that she didn't recognize off the shelf. She pulled them off by the droves until the cart began to strain under the weight. Once she was sure she could carry no more she turned around and headed back to regroup with the Princess and her friends.

Princess Luna bit her lower lip as she peered through a large wooden door. After their audience with Lord Graywing she had sent the young Unicorn to retrieve some books to help sneak in the hedgehogs. However, since she knew that would take some time, she decided to say hello to an old friend. Using her magic she had slipped past the stationed guards and now stood at the entrance to Prince Fenrir's chambers. She had nudged his door ajar to peer in and saw him speaking to another wolf that she guessed to be an advisor. After a few exchanged words, the other wolf bowed and headed to the door to take his leave. Luna quickly transformed into thick starry mist and hovered against the ceiling to avoid being seen.

The advisor pushed the door fully open and stepped out as she flew in and rematerialized into her proper form behind him. The Prince was still facing away from her, hunched over a table that he was examining in deep thought. A smile grew on her lips as she thought to leap and scare him. She crouched low and prepared to spring at him.

"I could smell you when you first entered the hallway that led to my door," He said without turning in a voice that sent a sharp chill up Luna's spine. "What are you wasting my time with now?"

Luna's smile quickly dropped at his tone and she stood tall once more. She shook off his comment and put a smile back on her face. "You always were the best at hide and seek, you always could beat my sister and I. It's good to see your skills haven't deteriorated after all these years. Do you remember back that far? Those summer days and nights that Celestia watched over us?"

"Yes, I…" the wolf king then scratched roughly at his neck. "No, and even if I did, such a thing doesn't matter. What is it that you want with me?"

Luna took a step back as she was hurt by his words. She knew coming here would be painful for him and was willing to try to make amends. "I was merely coming here to thank you," she said trotting beside him. He cocked his head to look at her, and instantly Luna was lost in his storm grey eyes. She saw his strong muzzle tense as his lips drew back into a snarl showcasing deadly white teeth as he growled, low and angry, snapping her out of her trance. "Uh, yes…" She recovered. "I wanted to thank you for sending wolf bodyguards, they were essential in keeping my mares safe."

"I read the report your Captain had written up. She touched lightly on the death of several wolves, but did go into a good deal of praise on the one surviving member."

"Why yes!" Luna quickly exclaimed now that she finally had common ground to speak to him on. "The young pup, Foxtrot was it? Oh that's what we called him anyway. If it hadn't been for him we would have never known about the ambush in the night and the way he tracked the-"

"I said I read the report," he interrupted harshly causing her to shrink away. He took a deep sigh and turned to fully face her. He stood roughly one and half hands higher than the alicorn, not quite as tall as Celestia but enough that she would have to look slightly up to face him. "Still your team managed to bring down the monster that has plagued these lands. Your actions may have saved thousands of more lives. This war has drawn the wolves away from the dragon hunts for far too long. Congratulations and thanks are in order." The wolf prince extended his paw to the princess of the night.

Luna looked at his paw, somehow seeing this token of civility seemed to break her spirit far more than his harsh tones. She shook her head at the gesture. "Fenrir, has it been so long?" As she began a tear rolled down her face. "I know that I was away, locked away by my sister for a thousand years. But even while I was there I had always believed you wouldn't change…but there is something different about you."

Fenrir dropped his paw as he frowned at her words. "That _I_ wouldn't change?!" There was a good deal of malice in his voice. "I stood with you when your own people had forsaken you, I adored your night! Then you changed into that…That THING!"

Luna felt herself crack on the inside as she knew he referred to transformation into Nightmare Moon. She looked down at her hooves in embarrassment, not noticing the prince had begun to scratch furiously at his throat.

"I stood before the Dragon King and begged him to spare you, Lord Graywing wanted you dead Luna! Had it not been for that old unicorn giving Celestia the Elements of Harmony so she could send you to the moon…well you wouldn't be standing here."

"I admit to the mistakes I made, but I promise you I don't even know why it happened. It just seemed like one day I just grew so angry and I don't know why. Then I was that monster Nightmare Moon." Tears now streamed from her face but she looked up when she heard a thud. She looked in surprise to see that Fenrir had fallen on his haunches and was scratching vigorously at his neck with one of his hind legs. He looked like some kind of wild dog that was itching at an angry flea bite. "Fenrir? Are you…okay?" Then she noticed a thick worn-leather collar that was fastened about his neck tightly.

Suddenly his scratching fit stopped and with a couple deep breaths the prince rose and regained his composure and looked at Luna with a puzzled look on his face. "What were we just talking about? You know what? It doesn't matter." He said dismissively as he turned away to face the table which Luna saw had a map with various locations highlighted on it.  
"I would have liked to congratulate you for putting an end to this war, but I need to prepare strategies for several dragon hunts, this war has made us fall behind and I intend to keep their numbers in check. Please leave and shut the door behind you."

A confused Luna wept, turned, and trotted towards his doorway stopping briefly to say her final goodbye's to him. "Every full moon I have ever raised…to this very day, was for you! Do you even remember why?!" Then she hurried out of the room, slamming the door with her magic and exiting the castle to join the others on the hillside.

Fenrir once again scratched at his collar before slamming his fist hard on the table, splintering the wood beneath his strike.

"Comfortable?" Rainbow Dash chuckled as she dumped more books on top of Sonic.

"Yeah, yeah laugh it up," he responded. The hedgehog was more than a little annoyed at the situation. He was scrunched beneath a mound of heavily bound books, crammed next to a non-operating Metal Sonic and to make matters worse Foxtrot had also climbed into the back of the cart. The mares were all pouring the books that Twilight had brought back from the library to cover them, giggling the entire time.

"Now you're sure you wanna go through with this pup?" Spitfire added tossing more books in the cart over the partially covered wolf.

"Eeyup." He said with a grin as he mimicked Big Mac's country drawl causing the stallion to roll his eyes.

Spitfire looked at the others, shrugged, and dumped more books on the wolf.

Once the three of them were completely buried, they hitched Big Mac up to the cart. Princess Luna had arrived shortly after seeming despondent but eager to leave. She wasn't pleased when Spitfire broke the news that they would be smuggling a wolf out of the country on her ship, but wasn't opposed to any help she could get. She knew full well the upcoming fight would be tough; an extra sword certainly couldn't hurt. Plus his heart was in the right place, coupled with her ordeal with Fenrir she held very little concern as to what they would think about her doing this. So with her blessing, they made their way through the city, and through the shipyard guards without any hassle. The griffons standing guard had no desire to sift through all of the books and they were able to get the cart in without any issues. Once aboard, the airship was given the all clear and the team set off westward across the ocean.

Once in the air, Luna retired to her quarters, removing her crown, her decorative breastplate and her horse shoes. She collapsed on her bed and exhaled deeply. She covered her face with her fore hooves as she couldn't shake the feeling of sorrow that churned in her stomach. She quickly grabbed a pillow and covered her head tightly trying to smother the feeling away. She had defeated the monster in the east and brought an end to the war. She knew that her sister, who might be mad at first that she didn't say anything, would be pleased. She had talked at length with the one called Sonic about the problem, he was actually optimistic that they might be able to stop the monster. He planned on trying to turn him back into his regular form without much effort! She should be overjoyed at the way things were turning out. Still every time she closed her eyes she found herself cowering under the Princes' furious glare.

There was knocking at her chamber doors.

"Ugh," she complained from under the pillow. Then with a sigh she shouted at the door. "Who goes there?"

"Princess," the muffled voice of Twilight Sparkle came from the other side of the door.  
"It's me, Twilight."

Luna gulped, she had actively avoided the purple unicorn as much as possible, but she knew talking to her was bound to happen sometime. So she might as well get it over with.

"Yes, come in."

The young unicorn slowly pushed open the door and approached with a worried look on her face. "Princess Luna there is something that I really must speak with you about."

"Yes Twilight there is," The princess sighed not noticing Twilight's confused look. "I understand that you and Midnight Tracer were growing rather close. I suppose if someone has to tell you what's really going on here, it should be me. I want you to know though, that I had my reasons for not being honest with you about-"

"Princess," Twilight interrupted her by raising a hoof; her eyes had grown sad at the subject. "I'm not some little filly that you have to protect from the truth. I know about Midnight Tracer. I know everything."

"Twilight you must understand how sorry I am then tha-"

"I really just don't want to know the details of how he died."

"What?!" Luna questioned abruptly.

"When he didn't join Spitfire in the woods when you all came to save us, I knew he must have fallen. I try not to think about it, just that he…he gave his life for a noble cause that I must not let go to waste! I figured Spitfire contacted you to inform you that your stallion had fallen. I figured you then rushed to aid us in our final battle."

"Uh, umm…Yes! I traveled as quickly as I could!" Luna awkwardly tried to recover. "I'm so sorry for your loss Twilight, I'm sure you will find another stallion out there that shares the same passion for history one day."

"I suppose that's true Pri- Wait!" Twilight's head cocked to the side as she raised an eyebrow. "How did you know that I loved talking with him about history?"

 _'HORSEAPPLES!'_ Luna thought to herself as she realized her careless slip of the tongue. "Well, you see…" Her eyes darted around the room and spotted Spike who had accompanied Twilight standing at the door. "Spike told me!" As the words left her mouth Spike quickly waved his hands over his head in a NO pattern. Twilight turned around causing the dragon to pretend like he was scratching his head. While Twilight's attention was on Spike the Princess leaned so Spike could see her and glared angrily at him. She then raised a fore hoof and pointed at him, then back at herself, then brought her two fore hooves together and made a snapping motion, indicating she would break him in half. This gesture was followed by a running of her hoof over her mouth signaling for him to keep his mouth shut. Spike saw this, gulped hard, and nodded at Twilight confirming that he had told Luna about Midnight Tracer. "Yes, when I came to aid all of you, Spike had informed me of your feelings for him." She explained nervously.

"That may be, but I'm not sure I'm comfortable talking about this right now…If it's okay with you princess?"

"But of course."

"The reason I came here was to show you this," Twilight announced levitating a parchment to the princess. "I wrote a letter to Princess Celestia informing her of our victory and our return. She sent me this letter almost immediately and it has me worried."

Luna's eyes quickly scanned the length of the parchment and the first thing she noticed was her sister's perfect calligraphy was missing. Then she raised an eyebrow in concern as she read its contents.

 ** _You must turn back Twilight. You must return to Wyndia and seek protection with Lord Graywing. You must turn back now._**

"This, this can't be right," Luna said nervously as she quickly moved next to Spike, who was still standing right outside the door. "Spike, I need a parchment and quill."

The young dragon obliged and the Princess snatched it and wrote furiously on the paper. She quickly levitated it back to Spike.

"Send this to my sister at once please." She told him. Spike obliged and blew the letter into magical dust. Minutes passed that seemed to drag for hours and then suddenly he burped back out a letter. Before he could even grab it, Luna snatched it with magic, unrolled it and quickly read it quietly to herself. Once finished she rolled up the parchment and without bothering to put on her royal garb she began to gallop towards the bridge.

"Princess," Twilight yelled starting after her now growing concerned. "What did she say?

Luna turned and looked back at Twilight; the princes had a terrified look on her face as a cold sweat had developed on her brow.

"We must return to Equestria as swiftly as possible!"


	19. Chapter 19

"Awww…what's the matter Princess?"

The fiery embers reflected in Princess Celestia's eyes as she gazed upon what was once the bustling city of Baltimare. Fires raged around her as explosions rocked the ground beneath her hooves. One uncomfortably close blast shook a nearby high-rise from its foundations and sent it collapsing to the ground. The equine Sun Goddess strode through the devastation alone, having sent the last of her personal guards to ferry the remaining citizens to safety of Canterlot, now looking to deal directly with the nightmare that had been released upon this kingdom with dignity and determination.

"Does it hurt Princess?" the voice of Discord spoke out again as he appeared in a shard large broken glass they was lay in the street in front of her. Celestia furrowed her brow and gazed down at the image of the Draconequus that lay at her hooves. She snorted a breath of hot air through flared nostrils and with a swift stomp smashed the glass to pieces, then stepped through the glass and continued down the street. Discord let out a cackle that seemed to echo from every direction as his essence danced from glass pane to glass pane, following the Princess on her march through to the heart of the city. "Oh it must burn you up inside," he continued to antagonize as he appeared on the side of wall, taking the form of living graffiti. The Princess stopped, turned her head to face him, her one eye covered by her flowing prismatic hair and her horn crackled with power. The wall Discord was lounging on exploded in a burst of magical energy as Celestia issued forth a powerful blast before continuing on her journey.

The dust from the exploded wall swirled into the air next to Celestia and collected and condensed into the form of the Lord of Chaos who began to walk casually alongside her.

"What is it that you're more upset about, I wonder? One of your precious cities burning or your beloved sister abandoning you during your hour of need?"

"Away with you Discord!" Celestia seethed, trying not letting the Draconequus distract her from her true quarry.

"It is your sister isn't it?!" the Lord of Chaos relished. "Oh, it must drive you mad she's galloping across Wyndia lying down with that wolf, the great betrayer! All the while seeking to usurp your throne! And after you gave her a second chance! Where is she now while your kingdom crumbles around you?"

"Enough of your lies Discord! I will not have you drag my sister's honor through the mud!" Celestia snarled. "I will deal with this abomination you have unleashed, and then I will lock you away for good."

"Oh and how will you do that? He can absorb your magical powers, your sister is gone, and your precious Elements of Harmony are across the ocean!"

"I am Celestia! I will find a way! I have already sent word back to Shining armor and Cadence in Canterlot. They know that the monster can absorb unicorn magic and have begun to put measures in place to prevent that!"

"Yes!" The Draconequus squealed with glee. "Let's see how that's going shall we?" he said as he teleported in Celestia's path snapping his fingers and creating a small portal showing the princess her Castle back in Canterlot.

Princess Cadence passed back and forth in the royal chambers of Canterlot. Celestia's message had frightened the young Princess with its gravity. According to the Princess, unicorns were not only being killed in Baltimare, but their magical powers were being drained, feeding the monstrosity that plagued the east coast. She was inexperienced at ruling during crisis, but Celestia had placed her faith in her and she was determined not to let her down. Shining Armor had raised his shield over Canterlot and as the ponies from all over Equestria fled to Canterlot's walls for safety, she had to make one of the hardest decisions she had ever made and prayed that it was of sound judgment. However, there was no time to second guess her as Shining Armor, despite protesting the decision, began to carry out her orders.

"What do you mean only unicorns are allowed?!" Braeburn shouted. He was one of hundreds of earth ponies and pegasus that now surrounded the main entrance to Canterlot. Before them stood the great purple shield with a small entry way, guarded by royal unicorn guards, the earth pony and pegasus pony guards having been replaced, by Cadence's decree, as the city was placed on lock down. The crowd surrounding the city was screaming their disapproval; some had come as far as Manehattan, Las Pegasus, and Van Hoover. Now they stood, denied entry to the great city simply because they weren't unicorns.

"Applebloom, what's going on?" Scootaloo said to her friend, cupping her mouth and shouting to overcome the yelling of the angry crowd. "Why aren't we going in?"  
"I dunno, Scoot!" she yelled back. The two had come with Braeburn and Granny Smith, but had trouble understanding why some of the ponies she had known where going in but they were not. "I have no idea what's going on, have you seen Sweetie Belle?"

"No, I saw her traveling with her parents earlier but I can't see her!"

"NOO!" A loud scream yelled from the gate drawing Applebloom's attention. She turned to see it was Derpy; she was wrestling with a guard who had firm grasp on Dinky as he ripped the young unicorn from her mother's arms. She tried reach back for her but another Unicorn guard shoved her back roughly knocking her to the ground.

"Don't you touch her!" A pegasus roared as he flew in and punched the assaulting guard sending him staggering back.

"Get back, citizen!" the guard shouted. "We are the Royal Guard!"

"I'm Soarin' of the Wonderbolts!" The stallion yelled back, slugging the guard again and knocking him to the ground. Immediately the other guards lowered the spears menacingly driving the pegasus back. "You guys can't do this! We're Wonderbolts! Look at what you're doing!" he said helping Derpy to her feet.

"Celestia help us…" Applebloom said as she saw the violence erupting in front of her. Then her ears perked up as she heard Scootaloo.

"I see her!" The young Pegasus had hopped onto Time Turner's back. The Ponyville clockmaker had made his way to the city and scootaloo managed to climb onto him despite his annoyance, and saw the small white Pegasus moving closer into the city. She was fighting with her mother and father and causing a small commotion.

"C'mon Sweetie Belle, all your friends are going in, see?" her mother urged, pointing to Snips and Snails, who had gone in before them.

"No!" she screamed out her voice cracking in frustration. "I'm not going anywhere without the other Crusaders!"

"Now that his enough Sweetie Belle," Her father scolded. "You're going in and that's fi-"

"MAGNUM!" another voice came from the crowd, causing Sweetie Bell's father to turn. "Magnum, what in all of Equestria is going on here!?" The voice came from Filthy Rich who was trying to shove his way closer; Diamond Tiara was close at his hooves but complaining about all the shoving.

Magnum swallowed hard as he looked back at Filthy Rich, "I going in the city and I'm taking my family with me, Filthy." A guilty look crossed over the older unicorn's face as the words left his mouth.

"Magnum, you can't! We, we grew up together, you can't just abandon us like this!"

"I gotta protect Sweetie Bell, Filthy!" Magnum yelled back to him trying to defend his actions, yet he knew the look of guilt betrayed his convictions. "You'd do the same if you could!"

A look of shock washed over Filthy Rich's face at the other stallion's words. He felt a nudging coming from his side and looking down he saw it was Diamond Tiara.

"Dad? What's going on? Why aren't they letting us in?" she asked, more annoyed than scared, but only because she was too young to understand what was happening around her.

"Magnum, wait!" Filthy Rich shouted in desperation. They might not let him in but in the end there was only one thing he really cared about. He scooped up the pink filly and, rising up on his hind legs, he reached to extend her over the crowd. "Take Diamond Tiara! Please, take my daughter!"

"Dad?!" The young spoiled filly asked, her voice filled with confusion and shock.  
Magnum's conscience got the best of him as he broke ranks from the line into city and began to shove unicorn guards aside as he reached for the filly.

Shining Armor was posted above his men, he didn't like his orders that his wife Cadence had given him, but Celestia had entrusted her with the city and her orders where final. He sent another bolt of concentrated magic skyward, renewing the city-wide bubble shield as he had been ever since Celestia had called him and his wife back from the Crystal Empire. Once he was sure the shield was intact, he returned his attention the main gate. The mob at that gate was pretty unruly, and from his position he was having a hard time making out what was happening. The equine prince reeled in horror at the scene that began to unfold.

"What gives yous guys da right to keep us out?" A large, gruff looking Stallion shouted out in a thick Manehatten accent."

"Yeah, let us in bro!" yet another joined in with a Las Pegasus surfer tone.

Suddenly the crowd stampeded forward, shoving and pushing and forcing the gate guards back. The guards pushed back using their spears as leverage. Then with one violent surge the crowd threw several of the guards off balance causing a few to fall, their spears lashing out uncontrollably…

The unmistakable sound of steel piercing flesh and bone rang out and a haunting quiet filled the air. Breaking the silence was the sound of labored breath and coughing of a single stallion.

Filthy Rich fell backwards, dropping Diamond Tiara hard onto the ground. A young unicorn stallion that had fallen forward in the attack stared wide at what had happened, his spear buried deep in the Earth pony's chest.

"It…It, it was an accident," the unicorn guard started. His voice was quiet, almost inaudible over the sound of Filthy Rich choking on blood that began to gurgle from the comers of his mouth. There was no question about the fatality of the injury; the spear had passed through the stallion's lung and heart, jutting out awkwardly from his shoulder, the protruding tip stained with the blood of the earth pony.

"Daddy?" Diamond Tiara recovered from the fall. She looked up at her father's face, wracked with agony and pain, crawled over to him and hugged him tightly. "DADDY!?" she screamed, but her father's eyes glazed over as death came for him.

"No," the guard said, louder this time. "No, it was an accident! Oh Celestia what... what have I done…"

"Murderer…" a voice from the crowd said.

"Murderer," more joined in, slowly at first, steadily growing louder and angrier as the chant continued.. "Murderer, Murderer, Murderer!" it quickly swelled to a deafening roar.

Sweetie Belle saw her chance to break free from her mother when it looked like her attention was distracted with whatever was going on with the crowd. She managed to duck and weave her way under the legs of the guards, and soon was able to spot Applebloom and Scootaloo. She raced to them but then, out of the corner of her eye, saw a flash of pink that caused her to turn. She gasped at the sight of a sobbing Diamond Tiara hugging her father tightly as blood spilled onto the cobblestone of the main gate. Her eyes watered at the sight and rushed to her classmate's side.

"Dear Celestia, no!" Shining Armor called out as he saw the brutal scene unfold before him.

"Sir," another unicorn guard rushed to his side, shouting, "That crowd! They're gonna kill him, we gotta disperse them with magic!"

"NO!" The prince whirled. "Tell the guards no pony does anything without my say! I'm going down for him!" With that the prince galloped to the main gate.

Magnum had lost sight of Diamond Tiara after he saw Filthy Rich fall backwards against the crowd. He then felt a strong hoof on his shoulder yanking him into the city. "Now, just wait a second!" he began, but as he turned, he saw it was a guard who had a deathly serious look on his face that left no room for argument. Magnum gulped and decided to cut his losses. He managed to get his wife and Sweetie Be…

Where was Sweetie Belle?

Magnum's eyes darted left and right as he searched for his youngest daughter, his heart seizing in his chest momentarily, but eased as he saw his daughter forcing her way through the crowd, back towards her friends. He started after her but the guard yanked him down hard and soon, several more gripped him and pushed him through to the city despite his protests.

Time Turner had never seen pony folk so enraged before, but now, an innocent stallion was dead at their feet, and he saw no good coming from the scene. Now, two young fillies stood in the middle of everything. He wasn't sure how the event would end, but he knew that those two were in danger. He quickly galloped through the crowd and placed a hoof on the pink filly's shoulder, prompting her to look up at him, tears streaming down her face. The other stood next to her speechless, also crying.

"We must go, young ones," the brown stallion said, trying to sound a friendly as possible, while scooping Diamond Tiara onto his back and ushering Sweetie Belle to follow him. He led them away from the heart of the Conflict. "Allons-y!"

"C'mon Granny Smith, Faster!" Braeburn called out as he led her, Applebloom and Scootaloo away from the crowd, back towards Ponyville.

"But, but what about Sweetie Belle?" Applebloom said, nervous after she saw the town clockmaker take her away.

"I saw Time Turner turn tail and head back for Ponyville, I reckon that'll be the safest place for us."

"But I thought we left Ponyville to be safe?" Scootaloo said as she buzzed alongside them on her scooter.

"So did I darlin'. So did I."

Shining Armor reached the gates just in time, the young guard who had accidentally struck down the earth pony was scrambling backwards as earth ponies and pegasus advanced, reaching for his hind legs to drag him into the mob. Shining Armor was able to get solid wrap around his upper body just as they managed to get a grip on his one of his legs. The Captain of the guard heaved with all his might, but the strength of several outweighed the pull of one and he felt himself begin to get yanked forward.

"Friends!" he yelled trying to appeal to their better natures. "Friends, I know you're angry, but…Hrnnngh!" He strained as he gripped tightly with all his might refusing to let go of the guard as others guards began to pull him back. "But, he must stand trial for what has happened!"

"He murdered him in cold blood!"

"We all saw it!"

"Please! Calm down, he will stand trial!" Shining shouted back against the random voices.

"He's protecting him!"

"Of course he is! He's a filthy Spiker!"

"I've heard enough yous guys!" A thick Manehattan accent yelled out close to the prince.  
"Let's break his freakin' horn!"

Shining felt his grip slacken as he was sucker punched across the jaw. Then, in a swarm of hooves, he felt ponies swatting and punching his horn. The pain was almost unbearable and the great shield around the city faltered.

A loud explosion rocked the crowd sending ponies into the air and reeling back. Suddenly, the attacks on the Prince stopped as angry yells gave way to terrified screams as the guards from the walls let loose salvos of magic spells into the crowd. Fire spells exploded in clusters of earth ponies, and lightning spells streaked through the sky towards madly buzzing pegasus.

"No!" Shining Armor yelled to the wall but it was late. The crowd had scattered in terror, leaving him holding onto the petrified guard. In his anger he galloped back to post and demanded from his most senior officer in charge who had given the order to attack on the crowd, but his answer chilled him to the bone.

"Sir, it was a direct order from the Princess…"

Celetia's eyes widened with shock at the images unfolding before her in the display. She shook her head at the sight, refusing to believe her subjects would act like this or that Cadence would give such an order. She knew the Crystal Princess was inexperienced but never dreamed she would allow such a crisis to erupt.

"No…it isn't true, you lie Discord!" she spouted in disbelief.

"Dear Celestia, why would I lie to you…when the truth hurts you so much more?" Discord cackled. "Oh and it gets so much better!"

Celestia looked at the Draconequus with disbelief. "What more have you done to my people Discord!?"

"Nothing, nothing at all, I was just about to tell you…" A scroll magically appeared in front of Celestia. "You've got mail."

Celestia nervously unraveled it and read its contents as her and lost her breath as her heart fluttered in fear. Discord teleported into a miniature form and sat on her shoulder.  
"What's this?" he began gleefully. "Twilight Sparkle and her friends are coming home? How marvelous…I wonder what sort of home they'll return to, don't you? I'm sure that _unicorn horn_ of hers will make her quite popular."

"No, I won't let you hurt her!" Celestia promised as she quickly conjured up a letter and began to write furiously. "You must turn back Twilight. You must return to Wyndia and seek protection with Lord Graywing. You must turn back now." Then, with a burst of magic, the scroll disappeared.

"Do you really believe that she'll listen?"

"She is my faithful student Discord; I know she will do as I ask." she said defiantly.

"I suppose, she's like the sister you always wanted," he said, broaching the sensitive subject yet again.

"Leave me Draconequus!" the Princess shouted angrily.

"It's true isn't it? You never would have put Cadence in power if your sister where here. It really isn't the Crystal Princess's fault when you think about it. Heavy is the crown and it's Luna's to bear…but alas…Where is she now? I can tell you're furious that Luna constantly disappoints you. First, she rebels against you, showering the world in eternal night, and now she betrays Equestria to have that filthy mutt slobber all over her? Oh, she's just a peach, isn't she?"

Celestia's fury burned and she struggled to maintain her cool. She knew she couldn't let Discord get the better of her. She knew deep in her heart that Luna wouldn't do such a thing; she knew she must have had a good reason…

Another scroll appeared before her; she unraveled and quickly scanned it over.

 ** _'_** ** _Dear Sister,_**

 ** _I am writing to tell you that I have rendezvoused with Twilight Sparkle in Wyndia; we are en route to arrive within the week. What is the state of Equestria that you would have her seek protection from beyond our borders?_**

 ** _Your Sister,_**

 ** _Luna_**

The scroll dropped to the ground as the words sunk into the Sun Goddess mind. She had prayed to herself that the Draconequus's words were false…but now...

Celestia's shocked expression disappeared as her face contorted with rage. She quickly conjured up another scroll and relayed one last message. "All is lost. Remember where you were when Equestria burned. May the events of this day forever weigh on your conscience. All is lost." Then, with another burst of magic, she sent it away.

"I suppose that 's it then? Has the wise and benevolent Celestia reached her boiling point? And before I have to reveal my biggest surprise."

"There is nothing you can do to me now, Discord."

"Challenge accepted!" Discord said with a smirk as he quickly transformed into a gigantic game show curtain, his face plastered across it. "Well ,Johnny, let's see what's behind curtain number DISCORD!"

Then, with a magnificent flourish, the curtain pulled back and disappeared altogether, revealing behind it figure comprised of brilliant gold and red fur with golden flames of energy lapping across it's body, a cruel smile upon its face.

"Hellooooo nurse."


	20. Chapter 20

Rainbow Dash lay on her stomach, her hind legs tucked underneath her and her fore legs crossed in front of her. She and Sonic were in a storage room located on one of the lower decks of the small airship. It was here they had decided to stow the non-functioning Metal and despite his lack of mechanical skill, Sonic had become quite determined to get him operational.

"Sonic, would you relax," the cyan pegasus said as she was beginning to grow tired of his futile attempts to turn on the robot. "The Princess said something about him repairing himself and that he would wake up when he was done."

"Metal can auto-repair while he is awake," Sonic responded, he hoisted the limp robot into the air with grunt and laid him on his back. "C'mon, there has got be like an on switch or something…" he mumbled to himself, before directing his voice back at Rainbow Dash. "Besides, there are some questions I gotta ask him."

"Ugh, fine," she grumbled as she rose to her hooves stretched and began to fly around the room. She rolled onto her back and stared at the ceiling as she buzzed around the hedgehog. Sensing he wasn't going to give up on his endeavors she ventured to change the topic of conversation. "Man, I can't wait to get back to Equestria."

"Oh?" Sonic commented taking interest in her enthusiasm. "Got some special planned or something?"

"No, just miss it guess," she mused. Then her face lit up with a smile as she flipped back over to face the hedgehog. "Dude, you've never been there! I totally gotta show you around the place! You're gonna love it!"

"Alright," Sonic said with a smile, as he paused his work and looked up at the pegasus.

"Can't wait to see it."

"Dude there is so much to see, there is Ponyville, Cloudsdale, that's where I was born, Canterlot, Appleoosa, and bunch of other cool places. Some I haven't even gone to yet! Oh, I gotta ask the Princess if we can touch down in Baltimare, I gotta show you Mane Street!"

"Main Street?"

"Yeah, now this is cool, check it out!" Rainbow Dash said excitedly as she flew about and found some paper and pencil and began to draw out a crude outline of Equestria. "Now, you see here," she said drawing an 'X' in the middle of east coast of the country, "This is Baltimare. This," She said drawing another 'X in the middle of the west coast. "Is Las Pegasus, and right here in the middle…," She drew her final 'X' in the middle of the country between the two other cities. "Is Ponyville, that's where my friends and I stay."

"Okay," Sonic said as he kneeled down next to her trying to make a mental image for himself.

"And Mane Street," she began as she drew a giant line from one end of the country to the other crossing through Ponyville connecting to the two coastal cities. "Connects them all! One big straight road that runs through the entire country!"

"That's a pretty serious road!" Sonic chuckled at her enthusiasm.

"The road isn't what's cool; it's what's on it." She said as she rolled eyes. "I had to make a few deliveries, back when I was a mail pony and they go all these really cool landmarks on Mane Street in Baltimare."

"Okay, that does sound a bit more interesting.

"Told ya, I'm telling you Sonic, I can't wait to get back and see all my other friends. There's Blossomforth, The twins Flitter and Cloud Chaser, Thunderlane, Oh you have gotta meet Thunderlane he's such a goofball! Oh and the rest of Wonderbolts, especially Derpy and Soar-" Rainbow Dash smile quickly faded.

"Hey," Sonic said taken notice of her attitude flip flopping and placed a hand on her shoulder. "Hey, what's up?"

"Soarin', he was hurt real bad last time I saw him. Metal here stabbed him with a spear."

"Oh," Sonic said taken a comforting tone. "I remember you mentioning a stallion back in the cave, was it him?"

Rainbow Dash stared at the ground as the image of a wounded Soarin' being held tightly by Spitfire, tears streaming down her Captain's face. "Yeah, it was him."

"You think, you think he might be…"

"I don't know what to think, I just pray to Celestia that he's okay."

"You really care for this guy. Is he like a…" Sonic teetered on his choice of words for a moment. "Boyfriend? Or husband?"

"What? No, he's just a guy I really li-" Rainbow Dash quickly changed her words. "Just some guy, you know. Just a teammate."

"Dash," Sonic sighed. "You're a terrible liar. You clearly like him."

"No, no," she argued shaking her head. "It's not like that, it's, it's" she rested back on her haunches and let out a sigh as she realized the hedgehog was right. Since the days after the contest back in Cloudsdale she had been trying to convince herself otherwise, but there was no denying the truth that she still had a spot in her heart for him. But then there was Spitfire, and Soarin' saying he was going to quit the Wonderbolts, and then their battle with Metal and then she had met Sonic and now… Without lifting her head she raised her eyes from the floor to Sonic and offered him a weak smile. "It's complicated."

"You're a girl who likes a guy," Sonic responded with a grin. "What's so complicated about that?"

"He's dating me, that's what," Spitfire said loudly, her angry voice filling the small storage room and startling the two of them to their feet as the fiery haired mare trotted in.

"Not any more, he's not," Dash corrected her bitterly.

Spitfire gritted her teeth at the insult and closed the distance between herself and Rainbow Dash, invading her personal space to point they were practically nose to nose.

"Whoa, that is complicated," Sonic said.

"I was looking for you _Hero_ , Princess needs to talk to you." Spitfire called out to him sarcastically, all the while, her eyes focused squarely on Rainbow Dash who, despite shrinking under gaze, stared angrily back at her. Then after a moment or two she snorted hot air through her nostrils before whipping back towards the door and beginning to head out. "I'll take you to the bridge." Sonic fell in line behind her while mouthing the word 'Yikes' to Rainbow Dash while pointing at an unaware Spitfire which drew a smile on the blue Pegasus' face as she followed as well.

Once on the bridge they were both shocked to see everyone else had been gathered and that Princess Luna was not wearing her normal royal attire. Everyone had worried looks on their faces and Princess moved to meet Sonic halfway in the room.

"Sonic, you told me earlier that you believed the yellow terror, this Shadow, could be stopped. That he could be reasoned with. Do you honestly believe you can do that?" the Princess asked with a voice filled with worry that caused Sonic to shuffle nervously at the request.

"If it's my buddy Shadow from back on my world, I'm sure I can. Even in his super form, he's still not a bad guy," he assured her. Then he cautiously ventured forth a question.

"Why do you ask?"

Princess Luna lowered her head for moment in thought and then looked Sonic in the eyes once more. "How powerful... what would he be capable of?" she asked, not answering his question. Sonic could tell by her tone that there was a reason for her asking him these things.

"Princess," Sonic implored. "What's going on here?"

"We think Shadow is loose, and we think Equestria is in real danger," Twilight Sparkle answered. "Princess Luna's older sister Princess Celestia has written us letters telling us to turn back and that Equestria is burning."

"Is this Shadow capable of such a thing?" Princess Luna asked again.  
Sonic didn't respond, his head dropping as he looked at his feet. His hands balled into fists as his whole body shook, but with sadness, fear, or anger no one knew. However, the Princess had her answer in his body language. Without a word, Sonic turned and left the bridge, leaving the rest of attendants bewildered, but Luna realized that there was little he could now; they were still days from Equestria.

Spitfire however didn't share in her belief and headed after him with Rainbow Dash hot on her heels, anxious to see if Sonic was okay. They caught him walking hurriedly back to the storage room were Metal was being kept.

"Hey! You didn't answer the Princess's question!" she yelled at him. Sonic stopped and turned to look at her. "Is this guy really that dangerous? Because we're going there, regardless of what Celestia says. You owe it to us to at least let us know what we are up against!"

"Yes," Sonic sighed deeply, "He is that dangerous, but that's why I'm gonna go stop him." With that statement, he turned into the room and grabbed his bag which he had laid casually against a support beam in the room.

"Oh really? And how are you gonna do that? We're days away Equestria." Spitfire hissed with sarcasm.

Sonic looked over his shoulder back at the Wonderbolt Captain and Rainbow Dash as he held the bag by its ends and emptied its contents on the floor.

The two mares stood with confused looks as they saw seven large, expertly cut, luminous jewels tumble out onto the floor. They were each colored differently but seemed to just be ordinary gemstones until they began glow, and levitate around the hedgehog.

"Sonic?" Rainbow Dash mumbled.

Sonic turned away from them and began to hover in the air, hunching over, bringing his arms, legs and head as close to his chest as possible as the gems spun faster around him and began shine brightly illuminating the whole room in their glow.

"What kinda chuck wagon bullsh-" Spitfire began before she was cut off by furious scream that was issued forth from the hedgehog as his flung out his arms, legs as he yelled upwards to the sky. The room was bathed with brilliant white light as energy exploded throughout the room from him, knocking both mares from their hooves onto the ground.

Spitfire slowly rose back up from the fall and rubbed at her eyes to restore her vision once the light had dimmed. As soon as she could see again, she felt her breath catch in her throat as she beheld the sight before her. Sonic was gone, and before her floated a golden hedgehog with upturned quills that shimmered with energy and whose very essence radiated with power. The Captain marveled at the sight, her lower lip quivered as she stood awe of his presence as he hovered mere feet in front of her. Was this the power that made the princess tremble? Spitfire felt her kneels buckle as her body instinctively lowered into a submissive position.

"Sonic?" Rainbow Dash called out from beside her. She still hadn't picked herself up off the ground, "Sonic is that you?"

The golden hedgehog turned, his warm, friendly green eyes now ruby red and filled with fierce determination and a burning sense of purpose. "It's alright." He spoke with a smile in comforting tone, easing both of their fears. "It's still me." He saw they were shielding their eyes from light that came from him. "I'm just a little bit shinier."

"I'll say," Rainbow Dash said happily as she realized he was still the same Sonic she knew. "I thought you said you couldn't fly," she said with smile which the hover Sonic only offered her shrug.

"Wha, what are you gonna do?" Spitfire said, still not sure what to make of all this.

"I'm gonna save the world." he said, not so much a statement as it was a promise.

"Told you he was a hero," Rainbow Dash gloated to her Captain.

"I suppose he is," Spitfire chuckled to herself, allowing herself to have glimmer of hope. "So, Hero, how you gonna do that?"

"I told you already, I'm gonna stop Shadow," then he turned his attention to the lifeless husk of Metal "But first…" he mused as he placed his on the robot chest and with a loud 'ZCHUNK,' Metal's chest lurched forward and the LED's that made up his eyes flashed on as his engines whirred to life as Sonic imbued energy directly into him. The force of the phenomena sent a shockwave through the compartment bathing Spitfire and Rainbow Dash in raw energy. As the yellow glow flowed over her Rainbow Dash felt her whole body tense and her spine tingle as she was suddenly filled with a sense of invulnerability. It only lasted for the briefest of moments, but once the rush of power that overcame her passed, she felt like she could fly 100 laps around Canterlot!

"Spitfire! Spitfire did you feel-" she stammered as she turned to the mare beside her but paused when she saw her. The Captain of the Wonderbolts had her forelegs outstretched in front of her with her head lowered as her back legs stood strait rearing her hindquarters high into the air as she arched her back. Her eyes rolled into the back of her head before she shut them tightly as labored breath passed through her parted lips as her legs quivered in ecstasy. "I guess you did," Rainbow Dash said as a grin spread across her face seeing her Captain clearly enjoying the feeling more than she had as her body shuddered with euphoria. She leaned close to her with a cocky smirk and whispered into Spitfire's ear. "You can stop presenting, now, Captain."

Spitfire's eyes shot open as she immediately straitened herself out and tried to hide her embarrassment, running a hoof through her mane before shooting a dirty look at Rainbow Dash.

"System recovery complete," a pleasant sounding female voice announced as all of Metal's systems came on line.

"Get up." Sonic commanded.

Metal rose obediently. "Assessing….Presence of The Super Sonic dramatically increases probability for survival."

Sonic grinned at the realization that Metal was on his side for this one. "We've got work to do."

The rest of the crew was left speechless at the sight of the floating Super Sonic making his way to the ship's deck with Metal behind him and both Rainbow Dash and Spitfire behind them. Indeed, Luna was quick to prepare a spell as soon as she saw him. Luckily, the two pegasus intervened and informed her that he was on their side. Left with little choice, they all parted to either side of the hallways to let him pass and joined the two Wonderbolts on their way to ship's deck. Once there, they all gathered around him, wondering what he was planning as he gazed around the ship before signaling for Metal to come close. The wind was blowing and sound of the airship's motors masked the conversation he had with the robot, but the saw him pointing at the support beams that held the ship to its balloon canopy. They saw Metal Sonic nod in compliance before bursting into the air and flying off the side of the ship.

"Hold on to something," Sonic said calmly but loud enough that they could all ear.

"Sonic!" Rainbow Dash yelled out to him. "What's going on? What are you doing?" She got her answer as Metal flew past spinning into a buzz, slicing through two of the support cables causing the airship to lurch and toss her passengers about sending all of them scrambling to the guard rails for support.

"What in tarnation does that overgrown lightning bug think he's doin'?" Applejack shouted out.

"Ooh, Ooh, I'll ask!" Pinkie Pie said, despite their situation in a cheerful tone. "HEY SONIC! WHATCHA DOIN'!" she yelled out to him over the noise as Metal cut another two support cables.

"I'm going to carry us to Equestria."

"OHHH, OKAY!" Pinkie Pie yelled back, before turning around back to Applejack. "He's gonna carry us back to Equestria."

"Come again," Applejack said, disbelief and worry in her voice.

"Pinkie Pie, Darling," Rarity shouted to her, "does he even know where it is?!"

"Hmmm," Pinkie thought hard for a moment. Then she smiled, "don't worry girls, I'll take of this!" Then the earth pony let go the guard rails and bounded her way over to Sonic, ignoring the effects of Metal flying past again, slicing two more cables, leaving just two cables left and the ship, balancing precariously on a delicate balance. Not to be deterred, Pinkie casually made her way next to sonic. All of the others mares held with bated breath as to what Pinkie Pie had up her sleeve.

"HEY SONIC!" She yelled again, causing him to look down at her. Then she gave him a big smile and pointed due west across the ocean. "EQUESTRIA'S THAT WAY!"

"PINKIE WHAT ARE YOU DOING!" an exasperated Twilight yelled, not believing her friends lunacy.

Sonic nodded, gave her a small smile and thumbs up just a Metal sliced the final cord's and sent the entire passenger airship into a free fall towards the ocean. The passengers all screamed as they plummeted. Rainbow Dash saw the earth pony Pinkie Pie fly off into the air, and her instincts kicked in as she took to the sky after her to rescue her, but a golden blur flew past her and grabbed Pinkie before disappearing beneath the airship. She chased after the yellow trail that guided her to the keel of the ship, where she saw the impossible.

Sonic held Pinkie pie in his free arm as he reached above his head, his right hand gripped the keel. The ship stopped it's decent as he held fast without any sign of strain.

"Whoa, that's cool…" Pinkie Pie said as she gawked at the sight.

"Hey, Dash?" Sonic asked coolly as he looked to the blue pegasus. "Can you bring her up top for me? I kinda got my hands full."

Rainbow Dash nodded deftly and moved to grab onto her friend, just as Metal flew down next to Sonic. The golden hedgehog nodded his approval to Metal and then turned his attention back to Rainbow Dash.

"I don't know about you, but I hate being late to a party. You guys better get up top and hang on,"

Once again, all she could manage was a head nod as her voice was still caught in her throat, then she lifted Pinkie Pie back to the deck and they both grabbed on tightly to rails along with Metal Sonic who to up position in the back to watch everyone else.  
"He's carrying the ship, ain't he?" Applejack said nervously as they landed and hung on to the rails.

"I'd hang on real tight if I were you." Rainbow Dash said as she felt the ship begin to move forward and begin to rapidly pick up speed, and the pegasus saw the familiar haze of a mach cone forming at the prow of the ship.

"What in Celestia's name is he gonna do now?" Twilight asked nervously as they all gripped tightly to the guard rails.

"You ever wonder what it's like to do a Sonic-Rainboom?"

The everyone else passed nervous, confused glances back and forth between each other. Then they all came to the sudden realization of what she implied and in unison screamed at the top of their lungs "NO!"

"Too bad!" She shouted back and with a sudden jerk the small airship bolted forward through the sky at a terrifying pace, a golden ring ripping across the sky behind them as they hurtled through the air towards Equestria.


	21. Chapter 21

"I am Princess Celestia," she announced to the being in front of her. "Ruler of all Equestria. These atrocities you have committed in my lands are unforgivable, and you will face justice for these crimes!"

"Oh? What are you gonna do? Beat me up with cupcakes and rainbows?" the monster replied with a grin, casually walking closer. "My name is Shadow, and you haven't even begun to see the 'atrocities' I can commit."

"You will stop!" Celestia shot back at Shadow's threat of death and destruction. She knew this would not end without violence, but she knew from the reports that he could absorb her magic. Then an idea crossed her mind and she put her plan into motion. "I am the Goddess of the Sun, the most powerful of Alicorns! I have driven evil from these lands once before Shadow; I will not hesitate to use every ounce of power at my disposal to purge you from my kingdom as well!" As she spoke her horn glowed with her magic, and using her advanced skills with telekinesis lifted several stone slabs and concrete blocks from the rubble surrounding them. With a voice bereft of compassion she delivered her ultimatum. "I command you to surrender Shadow!"

The super powered hedgehog stopped, a look of amusement crossing his features. "You? Command me? Don't make me laugh. You think I'm afraid of a few floating bricks? I have the power to crumble your mountains, boil your oceans, shatter your skies, and burn your cities to ash! You really think I'm about to let some namby-pamby pony princess command me!"

Celestia gritted her teeth, and with her mind gouged out razor sharp discs that bared the likeness of the sun that was her cutie-mark from the levitating stones that began to spin at a deadly pace in mid-air.

Shadow looked around at the lethal shurikens whirling about as the excess rock and debris they were formed out of fell to the ground. "All right then," he said with a hint of approval in his voice at the princess's display of force. Then raising his hand forward, he beckoned her to attack with a 'come hither' of his fingers. "Let's see what you got."

The whirling rock blades flew at him with vigorous purpose, each looking to tear into and rip flesh; however none could manage the task. As each sun disc closed in on its target, Shadow nimbly dodged, dipped, ducked, dived, and dodged. The blades passed by their acrobatic target and immediately altered course to strike again and again. Celestia felt the sweat of anxiety bead on her forehead as her attacks failed to land, but ground her teeth further and redoubled her efforts by lifting more bricks and stones into the air and carving them into double bladed axes, swords, maces, spears, and all other manner of bladed weaponry and flinging them into the fray before manipulating them to strike at him. Her head began to ache as controlling flight patterns of shurikens and attack strikes of the melee weapons she had fashioned were beginning to take their toll. Then, to top it all off, Shadow began to brag.

"Really?" he jeered, despite his lighting fast speed and complex movements, his voice was calm and composed. "Is this the best you can do?"

Celestia pulled all of the weapons back, lifted huge slabs of concrete from the ground and several hundred pounds of rubble from the destroyed city and positioned them around him creating a massive sphere. Then with one great drive of mental fortitude, the collection of debris and weapons shot forward and encased the hedgehog. Celestia roared angrily as as she forced the walls around her prey to implode inwards, seeking to crush him under the immense amounts of pressure.

Suddenly, a brilliant light burst through the cracks of rubble that imprisoned Shadow and with a forceful shockwave, he sent it all flying and evaporating away from the violence and heat created by the blast which was strong enough to cause Celestia to lose her footing and stagger backwards. As soon as she gained composure, she felt a shiver run down her spine as she saw the same cruel grin on Shadow's face as when they had begin their battle. Then, she felt the small hairs on her neck and base of her mane begin to stand on end as he raised his arm and aimed an open palm at her.

"Pretty smart Princess. I can't absorb you chucking rocks at me." Shadow said in a casual tone. "But you're not the only one who can play that game." A golden wave flowed from his hand and rippled through the air as it raced towards the Princess. She lowered her head and threw up a force field between herself and his attack but it shattered like glass and the force from his attack knocked her from her hooves and sent her sailing backwards several feet. She hit the ground hard and skidded to a halt. She slowly rocked herself to her hooves as she shook the feeling away. The attack hadn't done any real damage but looking down at her pristine soft white coat that was now stained, and her golden ensemble that was now scuffed it had occurred to her that it had been a great deal of time since she experienced the humility of the situation, and likened it to a schoolyard filly being knocked down by a bully. However, Shadow was already upon her before she had the time to regain her composure. "Well now, seems I went and got you all dirty."

Celestia scowled at Shadow's condescending tone, lowered her head and pounded her hoof against the ground. She quickly hefted another slab of rock at Shadow, but he dashed forward and smashed it to pieces with his fist.

"I'm bored with that trick, how about we play a new game? I call this one, 'Run-up-and-kick-you-in-the-face.'" Before Celestia could react, he closed the gap between himself and the princess, jumped and delivered a spinning roundhouse kick to the side of her face. Celestia let out a scream as pain reeled through her skull, her hooves once again leaving the ground and she went flying from one side of the city street to the other, followed by a loud crumbling noise that was accompanied with a numbing pain that raced like wildfire across the entire side of her body as she collided with an brick high-rise. The alabaster alicorn fell limp to the ground as it fell from the crater in the wall that her body made from the impact. Celestia blinked repeatedly trying to will the hurt away. She sucked in deep breaths, trying to clear her mind and regain her faculties, but she could not push out the pain of the attack. The dreaded sense of fear made itself known in the pit of her stomach, as never before had she been hurt in such a way. Not since...

"Don't tell me you're broken already? Humph. Oh, what am I'm talking about, I'm actually impressed you've lasted this long," Shadow gloated as he walked casually over to the fallen princess. He let out an annoyed sigh as she slowly began drag herself back to her hooves. "C'mon, do you really think there is anything you can do to stop me?"

"You…think I'm defeated…so easily?!" Celestia panted out between breaths. Her head had finally stopped spinning and she stared daggers at Shadow, who appeared bored at the situation. Her fear flashed to rage at this display as the tips of her hair on her mane and tail began to lose their chromatic rainbow colors as it began ever so slowly to turn to a burning flame. She out-stretched her wings and the feathers at the tips of her wingspan also began to be consumed with fire. "You think me to lie down and die?" she yelled as the anger swelled in her breast as the air began warp with heat around her and her pure white coat around her hooves and at the far corners of her eyes began to turn a sooty, charcoal black with bright, burning lines, as if rivers of magma formed between the black, charred flesh that began to replace her white coat, beginning to take the appearance of the scorched surface of a sun. "YOU CANNOT FATHOM WHAT I AM CAPABLE OF!" she roared, her voice now twisted black with rage and hate as more of her began to be consumed by the transformation.

"YES LET HER OUT!" Shadow yelled in anticipation as he saw the princess begin to lose to a part of herself that she had thought locked away never to return. "THAT'S THE POWER I WANT!"

Suddenly, through some miraculous testament of willpower, Celestia saw what was happening. The bloodthirsty devil known as Shadow, calling her out, driving her to unleash the unspeakable evil within her so that he could drain its vast amounts of chaos and magical energy. Her eyes flashed to behind the Super hedgehog at a high-rise behind him. There was visage of Discord, his true malicious form staring at her, his hands clasped together and mouth salivating at the closeness of his victory…his true victory. She would not allow it. She could not allow it! With one heavy, labored, controlled breath, the princess pushed down the hate and anger that had nearly consumed her and her complexion, wings and hair, returned to its normal state. She looked down hat her hooves and saw she was standing liquefied gold that had gathered around her hooves with errant gemstones floating in it, it bewildered her for a moment then she realized it was her crown and trappings that had melted and pooled beneath her.

She looked up at a disgusted Discord and disappointed Shadow and offered them a weak smile, "Sorry boys, she can't come out to play today."

"Well, then, you're of no use to me then, are you?" Shadow said with a scowl as he began to stalk closer to her. Celestia, remembering how hard he could hit, decided to put some distance between them and quickly took the sky. "That is not going to save you! But what the heck, I need a little target practice!" he yelled as he flew after her.

The two sailed through the city, ducking beneath bridges and weaving between buildings. Explosions rocked to the right and left of the Princess as the super hedgehog heaved bolts of energy at her. Celestia dodge and weaved the best she could, but she got the sickening feeling that he was just toying with her as the explosions burst from buildings, pelting her with bricks and debris. She took to the open sky, climbing high while performing aerial rolls and barrel rolls to evade his attacks, but try as she might she could not shake him in the open air. Suddenly, she had an idea.

Shadow brought his hand back again; his face held the same cruel grin from before as he was generally enjoying himself. The Princess that Discord had told him about was providing him with far more fun than he had anticipated, though he was upset that he couldn't see her 'darker side' as Discord had put it, but he was making do. He squeezed his palm tightly as a bolt of energy formed in grip. "Chaos…" He took aim. "SPEAR!" he yelled as he loosed the bolt, but instead of a narrow miss that he had intended to scare her his attack went wide as the Princess u-turned and went into a dive bomb back for the city. "Just where does she think she's going?" he muttered as he pursued after her.

She led him down into the city and folded her wings and she began to gallop along the ground. Shadow followed suit as he gave chase on his rocket skates. He quickly shortened the gap but gave her enough breathing room; after all he was enjoying this game of cat and mouse. Then oddly, she kicked her way into the lobby of a skyscraper. Shadow followed, wondering what she was up to, but as soon as he raced through the large double doors he felt himself get pelted by bits of brick and concrete as an explosion blasted next to his head, smashing away part of a support pillar. He stopped and looked, perplexed, to see the Princess, pointing her glowing horn at him, panting deeply from the run, and staring him down defiantly.

"You shouldn't play with fire, Princess…" he said cockily as he formed a Chaos Spear in his hand. "You just might get burned!" he yelled as he hurled it. The Princess stood her ground and formed her shield which deflected the blast and sent it towards another pillar with exploded to rubble.

"You're going to have to better than that demon!" she said. Shadow could have sworn he saw a grin, which irked him and drew a snarl to his lips. He decided if she was having fun, then he was done playing.

"Well excuuuuse me Princess," he said with venom on his breath as he formed another Chaos Spear. This time, however, he super charged it and it began to crackle with fantastic energy. "Try this one on for size!" He loosed it at her, but the Princess began moving as soon as she saw him bring his arm forward and bolt missed her, blowing a large hole through the wall. Shadow roared and began to hurl bolt after bolt at the Princess, gouging holes in the walls and clear through to the outside; however, the Princess managed to evade his attacks. She suddenly weaved and headed straight towards him. He grinned, cocked back his arm and felt the power surge into the bolt. He began to bring his arm forward, but just as momentum began, the princess leaped and focused her magic to create a brilliant light that shone from her horn, so radiant that Shadow had to turn and shield his eyes as he sent the Chaos Spear out wildly and undirected. He heard the blast but knew it exploded too far from him to have hit the Princess. He heard the sound of her galloping away behind him. He stumbled after her as his vision slowly returned. He tried to blink away the whiteness that plagued his vision, but it was as if he had stared at the sun for hours. Still, he felt gravel beneath his feet and knew he was standing outside and could just manage to see princess standing in front of him. "Nice trick Princess!"

"Wait till you see my encore!" she yelled back, her voice filled with strain. Celestia had him right where she wanted him. Her horn glowed with her magic as she focused and pulled with all her mental might. If this didn't work, she didn't know what would. She shouted to the sky as she gave one last, mighty mental pull and accomplished her tasked. The skyscraper behind her groaned as Celestia used her telekinesis to rip apart the last of the support beams that she had tricked Shadow into damaging for her.

Shadow felt the ground beneath his feet begin to shudder, and as his vision finally returned, he looked up to see the building behind him crumbling on top of him. "Clever girl," he muttered.

The Alicorn Princess swiftly took to the air as the enormous building collapsed down on her enemy. She sped to the sky to avoid being covered by debris as the deafening sound of the falling structure filled the demolished city Balitmare. After what seemed like a lifetime, the dust settled and the Princess flew back down to the ground and surveyed the area for signs of life and took a deep breath when she saw none. She inhaled and exhaled deeply, she clumsily slumped down to her haunches, void of her regal airs, exhausted and dismayed at the destruction of one of her fair cities. The only solace she was able to take in was that it was over. She hadn't seen so much battle since she and Luna had fought to seal way King Sombre.

Luna.

Suddenly Celestia felt her anger grow again at the thought of her. How, how could Luna abandon her?! Celestia's heart ached, she loved Luna, but too much had transpired, she would have to stand before the high council and answer for her negligence. _Why couldn't things go back to the way things were before…before she fell in love with him…that filthy, traitorous wol-_

The ground beneath her feet began tremble, yanking her from thoughts as a golden glow began to emerge beneath the rubble. Celestia felt her heart seize as the earth erupted in a brilliant yellow light. There, in the middle of the ruined building, stood an unscathed Shadow, his cocky grin still on his face.

"No…It's impossible!" Celestia moaned rose back to her hooves on shaky knees, unsure of what she could do.

Shadow balled his hands into fists and with a burst of golden flame raced towards the Princess at a rapid pace, swinging hard and catching her in the face, sending the pony Princess flying through the air and tumbling to stop a good thirty feet away. He zipped to her side and grabbed her by her flowing mane, not allowing her to get up. He hoisted her in the air, drawing a shriek of pain from her. reveling in the discomfort he caused he failed to notice her glowing horn which was now held above his head.

"Hey, Celestia right? That's what Discord called you. I got a joke for you. Knock knock?"

Princess Celestia could only manage a wheezing, deep breath as she sucked down air, fighting to block out the pain.

Shadow scowled and punched her across the face with his free hand, the strike splitting both her upper and lower lip against her teeth and sending rivers of blood streaming down her face. "I said, KNOCK KNOCK?!" he yelled.

Celestia coughed up a gout of blood from her busted lips that had flowed down her throat and blocked her air passage. The blood splattered against Shadow's face as she began to paw at the arm that held her helplessly with her fore hooves. She forced her eyes open and seemed to focus on something beyond the hedgehog; Shadow figured she was watching her life flash before her eyes.

He cocked his fist back again, this time striking her in the stomach; her whole body lurched from the blow as her fore hooves dropped to grasp her now injured waist. He heard the Sun Goddess's gag reflex, and brought her close so her muzzle was over his shoulder just in time so her vomit and stomach bile didn't touch him. He laughed at the sight of her now clasping him as she wretched violently over and over again. Once she was done he brought her back to face him, blood and drool dripped from the corners of her mouth.

Then, for the first time in this fight, his grin left as he formed a Chaos Spear in his hand once more, "Knock…knock?" he said coldly.

"Wh…who…Who's there?"

Shadow grinned again as the Chaos Spear evaporated and his hand clenched into a fist. "A BIG FIST!" he yelled out cheerfully as he wound back and struck her, letting her go and sending her flying backwards dozens of feet before doubling over with laughter at her pain. Once he was finished he looked up and saw Celestia attempting to rise once more. This time he noticed her horn glowing. "What are you planning, Princess? You got one more trick up your sleeve? Because... I'm going to be honest, I was really thinking about killing you, leveling this forsaken city and then moving on."

"Wait…" she said, quiet yet firm.

"Wait? Wait for what? You got some last words…something cool to say?"

"I…" She raised her head and had a weak smile on her face. "I…I gotta joke f-for you."

"Oh really. Let's hear it," he said slightly amused as he crossed his arms.

"Knock…Knock?"

"Who's the-"

Shadow was unable to finish answering as a tons of stone, shaped into a gigantic fist fashioned from rubble, rock, and rebar of the downed skyscraper smashed down upon him. Celestia's gambit had paid off and he hadn't noticed her began to shape it after the first hit.

"An even bigger fist!" Celestia shouted as she focused and lifted the fist high into the air and slammed it down again. She repeated the action at least a dozen times before she exhausted herself and slammed it down one final time, seeking to bury Shadow at least twenty meters into the earth that she had bored into the earth with the repeated strikes. The princess hung her head, her breath heavy and deep. "Not so Namby-pamby now…Am I?"

However, her victory was cut short and her spirits sunk as she heard the ground rumble again and saw the enormous fist slowly being lifted from the crater. Shadow hefted it above his head with one hand, and once clear of the pit he tossed it casually to the side.

"An even bigger fist…All right…I'll give it to ya," he mused. Wasting no more time, he charged and in the blink of an eye, he had her by the throat with one hand. His grip tightened around her windpipe and Celestia felt a burning feeling race through her body as an unbelievable force took over.

"Whoa…Discord wasn't kidding. You do have a lot of power for me to take!" It only took moments, but they felt like hours to Celestia before he tossed her body to the ground where she collapsed, unable to move. "Amazing, even after all that, you had so much power left! Well Princess, I think this is where you and I go our separate ways. I've got a whole kingdom to burn, filled with your subjects that are ripe for the slaughter. And you've got a one way ticket to Oblivion." He hovered in the air above her and readied a Chaos Spear. "Time to tuck you in and say goodnight!"

Celestia eyes widened as she braced for death, but a loud, thundering boom filled her ears, followed by a strong gust of wind that almost lifted her from the ground that rushed past her as another golden figure flew directly in front of her and put a flying side thrust into Shadow's face. The Demon sailed backwards and crashed into the rubble. It was another hedgehog, but this one was different. He didn't possess an aura of rage and hate. He positioned himself between the Princess and Shadow. However, Celestia did not have the time to figure out who her savior was before she felt hooves grab onto her and begin to carry her away from the fight. She craned her head to see the familiar faces of Twilight Sparkle and her friends. They were accompanied by a wolf and…and Luna. Celestia's heart began to beat with anger as she struggled to talk.

"Easy my sister, we are here now," Luna spoke to her as she saw her sister try to talk. "You must save your str-"

"DON'T YOU DARE SPEAK TO ME!" Celestia shouted as she choked for air, catching everyone off guard. "YOU HAVE NO RIGHT TO SPEAK TO ME!"

Luna cringed as her sister stared at her with a fury that she had only directed at her once before.

"Shadow! What are you doing?" Sonic yelled out to his old friend. "Look at what you've done here! This has to stop! This isn't you!"

"Sonic? Is that you?" Shadow called out jovially as he rose from the rubble. "Finally! I was wondering when things would get interesting around here. On another one of your little adventures?"

"You're killing innocent people! Shadow, you've got to stop this madness!"

"I don't think so Sonic, I kinda like the new me. What if I don't want to stop?"

"Then I'll stop you myself!" Sonic said as he balled his fist and took an aggressive stance.

"Oooh, I'm shaking…" he jeered as he shivered in a mocking manner. "Don't you remember Sonic, I said that your adventuring days where coming to an end." Shadow floated into the air as the fiery chaos energy burned brightly around him.

"Yeah, yeah," Sonic said dismissively, as he rose into the air to match Shadow, seeing that this was not going to end peacefully. "As I recall, it was right before I beat the ever living daylights out you Shadow, you remember that?!"

Shadow scowled, "You're about to find out just how much I'm not your friend, that I'm not the Shadow you think I am." As he said this, he raised his fist to fighting stance.

"So Shadow, now that you're done beating up girls, you wanna man up? Fine," Sonic spit on the ground, cracked his knuckles and beckoned his nemesis to attack. "I'll man you up."


	22. Chapter 22

Shattered glass, rocks, and debris were scattered about as a sonic boom erupted in the streets of Baltimare as Shadow flew towards Sonic, right hand cocked back, fist balled tightly, as he closed the gap between himself and his adversary in the blink of an eye and yelled as he unloaded his attack.

Sonic grinned as he rolled his right shoulder back, letting Shadow's attack sail past him harmlessly and exposing his entire body for a counter-attack. Sonic fired off a punch of his own, aimed at Shadow's unprotected jaw. However, Shadow saw his attack, blocked by raising his left elbow and letting the blow strike his forearm instead. Sonic gritted his teeth and pushed himself back away from Shadow before flying away from him. Shadow chuckled at Sonic's quick retreat and gave chase. Sonic ducked and weaved through the city, bouncing off walls, light poles and any other piece of the city he could find footing against. Shadow was hot on his heels, but that was the plan Sonic had put in motion as he landed against the brick wall of a deteriorating high-rise with both feet planted. The wall crumbled and caved in on itself as Sonic spring boarded backwards, rotating his body and delivering a spinning snap-kick right into a very un-expecting and startled Shadow.

As Shadow clenched his eyes shut as he felt the rest of his body flip under him and keep going due to momentum as Sonic's shin buried itself deep into his nose as the attack landed squarely in his face. He continued on his path uncontrollably as he spun wildly and crashed into, through, and out the back end of the high-rise. Once on the other side he braked and grunted in frustration, but then realized he had lost sight of Super Sonic. His eyes darted back and forth as he scanned the city streets for any signs of him, but as the tell-tale sound of a sonic boom filled his ears, he knew it was too late to do anything but look up. Just in time to see Sonic hurtle down from the sky and drive his elbow into his forehead.

Sonic watched Shadow strike hard against the ground, the impact causing a small crater to form around the site. He hovered above him as he waited for the dust to settle, after a moment, the air cleared and he saw Shadow, hand upon his knee, starting to pick himself up, with an irritated look on his face.

"Don't know why you're getting back up," Sonic taunted. "I'm just gonna put you back down in the ground."

The earth beneath Shadow exploded from the force of his launch as he chased into the sky after Sonic and lashed out with several punches and kicks, all of which Sonic blocked and parried, serving only to annoy Shadow even further at Sonic's lack of offense.

"C'mon on Super Sonic!" he roared as he reached and grabbed one of Sonic's wrists tightly, forcing an opening. "I want my money's worth!" He threw a punch through the gap in Sonic's defense, but Sonic caught it with his free hand and held tightly. For a moment the two struggled to free themselves from each other's grip to no avail. The air around them crackled with electricity as they brought themselves close enough that their noses were touching. Shadow's cruel grin spread across his face as he saw Sonic grit his teeth with exertion and frustration that he couldn't break the hold. "What's the matter Super Sonic?" He gloated. "You didn't think this was going to be easy did you?"

"You know for a moment there," Sonic grinned back at him, "Yeah, I kinda did." Then he jerked his body upwards and slammed his right knee against Shadow's chin, forcing him to let go. Sonic, still gripping Shadow's fist, grabbed tightly with his now free hand onto Shadow's arm and began to spin. He whirled the two of them around so fast they were nothing more than a blur to the naked eye and dirt and dust particles began to form a funnel from the centrifugal force created by the speed that Sonic spun both hedgehogs as a high pitched whistling noise filled the air. Sonic released his grip and sent Shadow flying backwards through the city, crashing through several buildings until he was finally able to brake and regain composer. Shadow shook his head to clear his mind, just as Sonic flew in the area and took a defensive stance.

"Shadow, we don't have to do this," Sonic said not dropping his guard but pleading to his friend, trying to reach the Shadow that had risked his life to save him. "Let me help you, these people on this planet, these ponies, they know magic, maybe they can help you Shadow. You can't let this Discord guy control you!"

"You're really hyped up on this whole 'I need to save the day' thing aren't you?" Shadow said with a laugh. "Look at you, even now, with all the death and violence I've caused, your here trying to give me one more chance. You really are pathetic! What makes you think you can help me?!"

"Princess Luna told me that Discord is manipulating you! I know this isn't the real you! The Shadow I kne-"

"THE SHADOW YOU KNEW IS DEAD!" he roared and a burst of energy rippled from him, the shockwave knocking Super Sonic backwards and off guard. "You think everything is fixable with a big group hug don't you? That friendship will save the day! Well how's that working out for you? How's Sally doing? Have you heard from Mina and Blaze lately? Oh that's right, last I heard, they were busying having their flesh seared from the bones right in front of you!"

"Shadow!" Sonic yelled as his fist balled tightly in anger.

"Oh that's right," Shadow sneered. "That was a little too close to home wasn't it? Wouldn't want to remind you of that high point of your career would we? Can't say I blame you, who would want to remember that day, losing all those friends, ditching the ones you have left in some god-forsaken zone, never to be seen again."

Sonic closed as eyes as tears streamed down his face, his fists clenched so tightly they shook. His molars ground together as he seethed deep breaths that sent spit flying out between his clenched teeth. "Shadow…I'm telling you…you better shut your mouth or I'll-"

"Or you'll what Sonic? Give me one more chance? The guy who let Robotnik slip through his fingers more times than I can count? The guy who let all his friends down and let a raving lunatic burn down his home and take over the planet? You're not in any position give out second chances here." Shadow's sadistic grin was burning a hole through Sonic, driving his anger to new heights. "Tell you what Sonic, how about I give you one more chance? One more chance to do what you do best Sonic, fail at life. Fail to finish the job, fail to save the day, and by the looks of things…" Shadow turned and Sonic followed his gaze. Sonic's eyes went wide as he saw that he was looking at the cadre of ponies and Foxtrot as they moved and tended to an injured Celestia. "Fail to save your friends."

"NO!" Sonic screamed. "YOU'RE NOT GOING TO HURT THEM! YOU CAN'T!"

"Oh really? Why can't I?"

Sonic breathed in a deep long breath, "When I'm done Shadow, you're not going to be able to hurt anyone…ever again."

Shadow faced him once again, and leaned his face to him and pointed to an exposed cheek. "One more chance Sonic…free shot…right here."

Sonic roared and a flew at him, a sonic boom in his wake as his loosed a strong right-handed haymaker that thundered into Shadow's jaw and sent him flying. Sonic pursued him, overtook him, and once past him, broke hard and U-turned to deliver a flying side thrust to the back of Shadow's head. Sonic quickly grabbed on to Shadow throat and waist and with a sonic boom, launched the both of them to the ground. Sonic yelled as he cocked his right knee back, jerked Shadow down with all his might and fired his knee into his spine just as they collided on the ground.

Shadow grunted in pain as his body arched unnaturally backwards from Sonic delivering the devastating back-breaker over his knee. His body ricocheted up slightly from the impact and Sonic pulled his knee back, raised both hands over his head, locking his fingers together in a double ax fist and slamming down as hard as his could into Shadow's sternum. The blow sent Shadow crashing into the concrete, shattering it underneath him.  
Sonic flew high into the air, and with purpose burning in his eyes he rolled into a spin dash. After a moment of revving himself up to speed, he shot back to the ground with a sonic boom and struck hard into a grounded Shadow. He continued downwards burrowing into shadow and forcing him deep into the earth and out of view.

After what felt like minutes Sonic re-emerged from the ground and gazed down at the hole that he had created when he drilled into Shadow. The concrete and rock that formed the walls of the hole had melted into a burning magma from the heat generated by the friction of the super spin dash. Sonic breathed hard and fast from rage and exertion as he shook his head at the hole he created.

"Why Shadow? Why did it have to be like this?" he said in a mournful tone as he turned away from the hole and began to walk away. The he felt his quills stand on end as he heard Shadow's malicious laughter fill the air around him.

The ground underneath him erupted as Shadow burst from it, grabbing Sonic by his ankle as he began to fly through the city with Sonic dragging behind him. He rounded a corner, swinging Sonic into the side of building and yanking him through the entire length of it before swooping inches above the ground letting sonic drag and bounce along the pavement. He rolled into a mid-air spin dash of his own, still holding onto Sonic's ankle, slamming him face first into the street again and again at blistering speeds as he zipped through the city. Finally finishing by throwing Sonic at break neck speeds into the base of a nearby skyscraper. Super Sonic bounced of the concrete wall with a sickening crack only to be caught by the throat by the iron grip of Shadow, he flew them high into the air and before driving Sonic into the ground with a with a choke slam. Shadow then dropped to his knees, both legs straddling Sonic and he began to deliver thunderous punch after thunderous punch at lightning speeds. In the blink of an eye striking him over fifty times, his laughter filled the air as he mercilessly beat him for what felt like minutes. He finally rose up and stood over a wounded Super Sonic, raising his right foot, "Eat Boot!" He cackled as he slammed his heel right into the face of the downed hedgehog, ceasing all of his movements. Taking a moment to savor the moment of his victory, Shadow began to turn his attention to other matters. "Now…time to send some ponies to the glue factory," he said with his cruel grin on his face as he began to stalk his new quarry.

Sonic dug his fist into the ground grinding small rocks to dust in his tightened grip as he began to blink to reassess the situation. His body burned with pain and his head ached like a thunderstorm was raging between his ears. He had never experienced pain before as Super Sonic, at least not in this magnitude, it was mostly just a minor annoyance. Shadow was strong, real strong, Sonic had hit him hard, he had held back because he still didn't want to kill him, but it was like Shadow didn't feel anything at all. As the hedgehog slowly got to his feet, a sudden horrible thought ran through his mind. _Where was Shadow!?_ Sonic took to the air and began to search frantically for him and felt his heart skip a beat as he saw him walking through the city streets not one hundred feet from the ponies. They had taken shelter in a partially destroyed building, but the building was exposed due to destroyed wall and now Spitfire faced him with her sword in hand as she began to draw a line between her and Shadow. Luna and Foxtrot at her side with horn aglow and weapon drawn. Sonic saw Shadow raise his arm back and grip tightly forming a Chaos Spear. Sonic balled his fists and gritted his teeth.

"Time to speed this up!"

"In here," Spitfire called out as she spied a standing building that still had its support structure intact, it was missing a wall, but that would make it easy to carry the Princess in, besides it wasn't load bearing. Once they got her inside and set her down they all set about trying to make her comfortable. The managed to scrounge some blankets for her to lay on and keep her body warm as Rainbow Dash tried to apply as much as her air rescue medical knowledge to help her monarch.

Luna kept her distance, hurt by her sister's words, but ever since she had touched down in the burning city, she saw what had truly happened. Discord hadn't needed her help, he had tricked her into abandoning her people. Abandoning her sister, and he had used her own desire for the admiration of her subjects to do it. As the Princess of the night gazed on her suffering sister she felt as if she had done the deed herself.

Spitfire posted by the wall opening and scouted for signs of Shadow. As everyone else tried assist Princess in one way or the other, the sounds of Sonic and Shadow's battle filled the night sky. The booms rocked buildings foundation scaring Fluttershy into a submissive position as she covered her head with her hooves.

"Oh my, this is awful, the Princess is hurt, and Sonic is all alone out there! What are we gonna do?! What if he can't stop him?! What can we do against a monster like that?! He'll find us and, and," She blubbered uncontrollably.

"Sonic's not gonna lose!" Rainbow Dash shouted looking up from Celestia's wounds.

Foxtrot kneeled down next to Fluttershy and put his paw on her shoulder causing her to stop crying for a moment and look up at him.

"Hey, listen, Sonic just carried all of us, in an airship, over the ocean, faster than the speed of sound. I'm sure he's got this. Plus Spitfire's here. The Captain of the Wonderbolts, not to mention you got Princess Luna, the elements of Harmony and Tank McTankerton over there," he said as he nodded to Big Mac. "You're gonna be fine, besides, anybody that thinks he's gonna hurt you, has got to get through me," he said with a smile as he flourished his blade bringing a small smile to Fluttershy's face and unbeknownst to both of them, a furrowed brow to Big Mac's countenance.

"You really mean that Foxtrot?" Spitfire said with an approving tone. "Not gonna lie, Equestria could always use a good soldier."

Foxtrots eyes scanned the room and made contact with everyone in it before meeting eyes with Spitfire, "Captain, if Equestria was filled with but a handful of ponies such as these, than I would gladly lay my life down for her."

Spitfire smiled back at him and returned her gaze to beyond the wall as she grabbed her sword, "Good to know, turns out Equestria needs that good soldier right about now."

Luna perked up at this announcement and made her way to the wall were they spied a glowing hedgehog slowly stalking his way to them. She looked at her sister and then made her way outside.

Princess!" Spitfire tried to warn her but knew that there was little they could do at this point. She sighed and took in a deep breath before looking at Foxtrot, "Well, this is probably a really bad idea…Let's rock!" She shouted out as she rushed out in front of Luna prepared to defend her Princess against Shadow as they moved to meet him head on.

Foxtrot gulped hard, not entirely prepared to live up to his promise so soon, but he felt Fluttershy's hoof on his shoulder and she gave him a nervous but reassuring look. He swallowed hard again and looked at Big Mac. "Look after them," he asked. Then with three quick, fast, breaths he psyched himself up. "ALRIGHT! LET'S DO THIS!" he roared as he charged out and took position on Spitfire's other side so the three of them formed a tight wedge with Spitfire at the fore. "C'MON!" He screamed out to Shadow. "WHAT ARE YOU WAITING FOR!? BRING IT ON!"

"Whoa, whoa, whoa," Spitfire shouted over to him. "Easy killer, let's not be too hasty, let's think this one out."

"He's a super powered being with unfathomable powers and abilities that single handedly defeated my sister who's hell-bent on the destruction of our entire world." Luna said dryly.

Spitfire cocked an eyebrow at Luna before realizing the futility of the situation, "Death and glory then? Suits me. Hear that pup? You feel like making a last stand?"

Foxtrot, who was still amped up and rearing for the fight, responded by letting out a loud howl that echoed through the night.

Spitfire smirked at this display of instinctual fury as she placed the tip of her sword on the ground and dragged it across the ground, sending sparks flying as she carved out a line in the ground daring Shadow to attack.

Shadow heard the Sonic boom just as he began to throw the Chaos Spear, but before he could release, Sonic's elbow slammed into the base of his skull jerking his aim and missing the three targets that had stood before him. Before he could react, he was struck several times from multiple angles and knew Sonic had stepped his game up. Shadow quickly adjusted to the speed that Sonic was moving just as his Spear struck the wall of the building that housed the ponies.

Time came to a virtual standstill at this speed, dust kicked up by their movements hung suspended in mid-air. The explosion from the Spear appeared as a fireball that ceased expansion and its billowing fire was frozen in time. The sparks from Spitfire's sword glowed brightly but remained motionless as if not affected by gravity as they floated above the ground. There was no sound, moving at speeds this fast, sound was unable to make any travel and so the two super hogs battled in a preternatural silence that haunted their struggle.

The battle was fierce, they punched and kicked at each other, they blocked and parried each other, but not one of them gave an inch. However Sonic was at a disadvantage, at these speeds, especially with Shadows power, any damage done to his allies would be catastrophic and Shadow knew this. As they battled Shadow maneuvered them closer to Spitfire and when he saw his opening he struck out at her with a right cross, but Sonic dove in the way and absorbed the blow, opening himself up to subsequent follow up strikes, however the Wonderbolt Captain had narrowly avoided a high speed death that she wouldn't have even seen coming. Sonic managed to grab onto Shadow and throw him into the ground. However, it placed him closer to the building. Shadow scrambled to his feet and ran into it and quickly found the perfect target.

Rainbow Dash was stuck frozen in the high-speed time dilation, she was bent over the Princess but her head was craned to the outside to see what was going outside. Her magenta eyes those still burned with the light of hope that Sonic would be able to save them. Shadow sneered at the thought that and relished in the idea that he was about to put that light out permanently as he cocked his fist back.

Sonic raced after Shadow, he was faster him, he always had been and when he saw what he was about do, he proved it again. Utilizing his amazing speed, moved just fast enough to reach past the left side of Shadow and catch the fist that he threw at Rainbow Dash and hold him there slowing their fight back to natural speeds.

Rainbow Dash craned her head to look outside at the sound of multiple sonic booms erupting just out the building. Then the wall above her exploded causing her to cringe and then a strong gust filled the room. When she opened her eyes she saw Sonic's gloved hand struggling to hold back Shadow's fist centimeters from her face. The two super powered hedgehog's presence dominated the room as they struggled to outmuscle one another. Then with a smirk, Shadow spun into Sonic and drove his left elbow into his temple sending Sonic flying though another wall back out into the street. He took a moment to address the quivering mares in the room. "Be right back," He smiled. Then he pursued Sonic to inflict more pain.

"Wha, what just happened?" Applejack mumbled in disbelief.

"So...So fast…" Rainbow Dash said awestruck.

"Girls…I think, Sonic might need our help," Twilight resolved. "I think if we used the Elements of Har-"

"Wait!" Celestia interrupted, drawing everyone's attention. Even Spitfire, Luna and Foxtrot came back in to hear her. "Twilight, you can't use magic, it will make him…" She gasped for breath; her wounds had taken a great toll on her.

"Princess, you need to take it easy," Twilight tried to comfort her.

"Twilight you must listen, you need to use the Elements, but not the way you're used to, You need to imbue the one of the Elements with the power of all six. Unlock its true power. This will give that pony the power to stop him! But it mustn't be you or Rarity; he'll steal your power as he did mine!"

"But how?"

"You already know…" Then the Sun Goddess closed her eyes as exhaustion took her.

Twilight looked at her friends as if to ask who but she didn't have too.

"I'll do it," Spitfire stepped forward. "I'll fight."

Twilight nodded, Spitfire battle prowess and experience would make her the best choice.

"No," Luna interrupted, "It must be a bearer of one of the elements. I'm sorry Champion, I wish it weren't so; your blade is sorely needed in this fray. But this is the way it must be."

"I'll fight," Rainbow Dash stepped forward. "Sonic stayed by me when my wing was broken, he was a friend to me and fought by my side when I was lost in strange land, far from the shores of Equestria. Now he's here, far from his home, fighting for a world he doesn't belong too, fighting for us! I won't let him fight alone!"

There was no questioning her loyalty, no arguing with it, just silent agreement as her five friends surrounded her and Twilight began to use her magic to focus the power of the elements on Rainbow Dash. Spitfire scowled silently to herself and kicked at the ground before turning away.

The Elements all began to glow and then emit beams of colored light aimed at Rainbow Dash. The cyan Pegasus felt power begin to flow through her, similar to the way it had when Sonic sent the energy through the cabin just far more intense and not at all fleeting, she didn't even realize she was floating in the air. A bright light began to fill the room that radiated from Rainbow Dash, the cyan Pegasus felt unbelievable power course through her. She was overcome with the feeling that something amazing was happening to her. With a deep breath she closed her eyes and the bright light flooded the room.

Shadow watched Sonic slowly picked himself up from the rubble; he had just thrown him through another wall and was casually gliding over to him on his hover skates. He allowed Sonic to walk out into the street and steady himself, after all this fight was far more enjoyable than what the pony Princess had to offer. He could hit Sonic way harder, and the hedgehog wouldn't break as easy as the she did. He was sure Discord was bored and probably wanted him blow up another city, but that mismatched freak could wait, Shadow hadn't been entirely fond of his convoluted plan and how much of it he hid from him, but he wouldn't let that bother him. He was going to thoroughly enjoy this.

Sonic lunged at him and Shadow shot forward to engage him. Shadow threw a left cross that Sonic dodged and jabbed at Shadow with right; hit him in the face and following it up with two punches to his gut. Shadow recovered, and landed an uppercut which send Sonic staggering backwards and followed it up with spinning snap kick to Sonic's temple which sent him flying and crashing into the street onto his back.

With a sinister smile on his face shadow charged, leaped into the air and plummeted strait down feet first looking to plant both of his heels into Sonic's stomach, at least, that was what he planned to do before he was violently interrupted.

Rainbow Dash charged headlong into Shadow, leaping over Sonic as she drove her head squarely into Shadow's chest and sent him flying off into the distance.

Sonic was unable to get up as he gasped at the sight of the pegasus before him. Rainbow Dash's cyan coat was now a brilliant pure white that seemed to almost give off a soft white glow. Her rainbow mane and tail still retained their prismatic colors but now flowed like a flame that billowed in the wind. Here wings were larger and when extended she almost had an angelic look about her. Her cutie mark was now a grey storm cloud, instead of white one. Her soft magenta eyes now bared the hue of a deep ruby red that looked Super Sonic's and burned with the same sense of determination. The Element of Loyalty adorned her neck proudly.

"Need a hoof?" She said confidently as she extended her hoof to him. He took it and pulled himself up with her help, before dusting himself off. Once he registered what had happened he flashed his trademark smile.

"Nice to see you made it to the party, so what do you call yourself?"

"I dunno, what do you call yourself?"

"Super Sonic."

She cocked her eyebrow and offered him a smile, "Doesn't sound very original."

"You can't beat a classic," He smirked.

She nodded begrudgingly, "I suppose your right. Well then, Super Sonic, I guess you can call me Super Rainbow Dash."

"Now who isn't being original?"

She shrugged, "You can't beat a classic."

Super Sonic chuckled, before looking her up and down, Super Rainbow Dash spun around before offering a side profile with a flick of her mane. "You like?"

"Very nice," Sonic approved as he raised his fist.

"Thanks, you're not half bad yourself." She said as she hoof bumped him.

"Oh isn't that cute," Shadow yelled down to them. He had recovered and now hovered in the air high above them. "You know if I wasn't thinking about how I'm going to kill both of you and how painful your deaths are going to be, I'd probably throw up."

"It's two to one jerk face, we're the ones who are gonna be putting the hurt on around here! Not you!" Rainbow Dash snapped back as she and Sonic readied themselves for the fight.

"That's an interesting statement," Shadow chided. "Considering it's coming from a talking pony that's about five minutes away from being turned into glue and dog food."

Rainbow Dash scowled at the insult. "Okay Sonic, what's the plan?"

"Light him up like a Christmas tree," he snarled.

"Like a wha?"

"Never mind, we're gonna hit him really hard, then were going do it some more. You ready?"

"Are you kidding me?" She said with smirk as she pounded the ground, emitting rainbow arcs of electricity as she did. "I was born ready!"


	23. Chapter 23

Shadow landed in front of Sonic and Rainbow Dash, bringing his hands together and outstretching his palms to crack his knuckles. He then began to massage his right shoulder with his left and as he rotated his right arm in circular motion.

"I'm going high," Sonic informed the Rainbow Dash.

"Then I'll hit 'em low," she confirmed.

"Oh good, you gotta plan, hope it works out for ya," Shadow said confidently, before his face twisted into a mischievous grin. "Let's start this party off with a bang!" he yelled out as he gathered energy in his right hand and hurled a supercharged Chaos Spear at the ground between them. Sonic and Rainbow evacuated their location just as the ground exploded with a fiery blast that sent chunks of rock flying through the air. The two split and went in separate directions, both creating sonic booms in their wake as they left golden and rainbow colored trails behind their respective selves. The two hooked inwards and both charged at Shadow from opposite directions before Shadow had time to recover from throwing his Chaos Spear.

Shadow grunted in pain as Sonic's heel drilled into his cheek from a flying side thrust while Rainbow Dash tackled him hard at the knees. Both of them sailed passed their target, leaving Shadow flipping over several times before landing face down on the ground with a dull thud. The Ultimate Life Form began to push himself back to his feet when he felt hands grip his ankles, only to be lifted into the air and slammed, back first into the ground over Sonic's head. Shadow's attention was then drawn to the sky above him which rippled out Rainbow colors and before he could react, the glowing white pegasus landed with both of her hind hooves squarely in his chest, forcing his body deeper into the ground. Rainbow Dash hopped off of him as Sonic reached down and grabbed him by the quills on his head with his left hand as he wound up and punched him in the face with his right. He let go of him as he hit, letting the attack send Shadow stumbling backwards and grabbed his face in pain as he unknowingly walked into a ready and waiting Rainbow Dash. The pegasus spun around and reared up on her forelegs as she cocked her hind legs back and unloaded, bucking Shadow in his spine as he stepped into her attack. The blow sent him sailing up and away through the air and crashing into a building out of view.

"You got another one of those in you?" Sonic asked.

You kidding?" she said looking back at him. "I could do this all day!"

"Good! Lock and load!" Sonic prompted as he jumped in front of her hind legs and turned to face the direction Shadow was launched. "On my mark!" with that he dropped into a super spin dash and began to rev himself up to speed, the ground melting to a burning red fluid under the friction.

In the distance, the building Shadow crashed into blew apart in a fantastic explosion of golden light as an irate Shadow raced towards the two, looking to exact some vengeance. As he zoomed closer, Sonic bounced into the air while maintaining his spin dash, signaling to Dash to buck him. The pegasus obliged and kicked him straight towards his target at terrifying speeds. Shadow saw Sonic buzzing his way towards him, but it was two little too late, the speed Dash kicked him was greater than what he could react and Sonic collided with him mid-air, ceasing both of their trajectories. Shadow reeled from the attack as he hung listlessly in the air, giving Sonic the opportunity to attack as he rolled out of his spin dash and fired off a punch to Shadow's abdomen, sending the him flying towards the ground.

Rainbow Dash saw the falling Shadow and with a Sonic-Rainboom, raced underneath, striking him with another bucking kick just before he hit the ground, sending him back into the air and into a flying side thrust to the face from Sonic which drove him into the pavement. Sonic attack continued with force of the momentum from the kick, allowing Sonic to ride him an additional fifteen feet like skateboard while his head split open the pavement he burrowed through. Once he came to a complete stop he hopped backwards and Rainbow Dash landed by his side.

"You like that one Shadow?" Sonic called out to him mockingly as Shadow stirred and slowly began to rise. "I call it, 'Walk the Dog'"

"This is it? This is what all the hoopla was about? Sonic, I can take this loser all by myself," Rainbow Dash said, pumped from the beating they just gave him. She raised up on her hind legs and began to shadow box as she bounced back and forth on her hooves, "What do you say tough guy?" she taunted to Shadow. "Just hope you're not afraid of getting beat by a girl."

"Wow," Shadow said with smile on his face that bothered Sonic but went unnoticed by Rainbow Dash. "You get in a few good cheap shots and you think you're something special? You actually think you stand a chance right now, don't you? You know what your problem is?" Shadow asked, but before he answered, he teleported from sight and reappeared between them and grabbed them both by the back of their heads. "You're already dead, you just don't know it yet…" he said and brought their heads together cracking their skulls against one another. He turned and drove his knee into Sonic's gut before extending the same leg and driving it into Rainbow Dash's stomach. With them both hunched over in pain, he grabbed Sonic by the quills and Rainbow Dash by the mane and began to spin violently about at high speeds before releasing them into the air, flinging them in separate directions into and through buildings on separate sides of the street. Shadow teleported in Sonic's trajectory and struck him with spinning snap kick as his body burst from the other side of the building. The blow sent him crashing back through the same building towards the street. He then teleported and appeared in front of Rainbow Dash a moment later and repeated the attack, sending her flying back as well, finally teleporting himself back to the street just in time to see Sonic and Rainbow Dash burst from the buildings and collide painfully with each other before falling to the ground at his feet. Shadow laughed at the situation, "I call that one Cat's Cradle".

Sonic began to get up, but just as he began to push himself with his hands off the ground, Shadow punted him away, sending him sailing through the air, so he could turn his full attention to the pegasus who was also beginning to stir but hadn't gotten up as fast. Shadow reached down and grabbed her by the mane, drawing a yelp as he yanked her to her hooves. He switched up his grip as he wrapped his arms around her tightly so that both hands gripped the opposite sides her head.

Rainbow Dash felt rush of panic overcome her as she felt a sudden strain on her head and neck as Shadow began forcing her head to one side. She planted her hooves, gritted her teeth and with every ounce of strength she could muster fought to keep her head up right. However she was losing the battle and centimeter by centimeter she felt her head twist more and more and terror began to grip her.

"Come on baby…" Shadow cooed. "Give daddy what he wants…" Then his voice turned sinister, "Lemme hear that snap!"

Rainbow screamed loud and strong, partly from exertion but mostly out of fear that she was about to meet her end. Her cries were met with another scream, but one that was filled with rage and anger as Sonic flew through the air and flung himself, shoulder first, into Shadow, forcing the Ultimate Life Form to release his grip as he tumbled backwards from the blow. Rainbow Dash sank down on her haunches and took in several deep breaths as everything that had just occurred began to register in her head. Not even in the battlefields with the Wonderbolts did she feel as close to death as she did just then. Sonic quickly recovered as well and coaxed her back to her feet by rubbing her on the back, but never taking his eyes off Shadow.

"Sonic…" Rainbow Dash sputtered out. "You, you saved my life!"

"Don't thank me now, we're not done yet!" he corrected.

"Sonic I know this guy is supposed to be your friend and all, but what are we supposed to do? I'm not sure if we can beat him, let alone get him back to normal!"

"I know, I know…" Sonic offered her frantically trying to think of a solution, and then an idea popped into his head. "Break his arm!"

"Huh?" Rainbow Dash said with a voice filled with doubt.

"We gotta incapacitate him; if we can break his arm he won't be in any position to fight us! Look, I'll set you up, but I need you knock him to the ground okay?" Sonic explained hurriedly as Shadow began to pick himself back up.

"How do you recommend I do that?"

"I, uh…I got an idea, when you see your chance, put him in the ground and I'll do the rest."

"The only rest you'll be doing is resting in peace!" Shadow yelled out cockily, and then his cruel grin faded as he stopped and put a finger to his lips. "Eh…that was pretty lame…Hang on, gimme a sec, I can do better."

Sonic and Rainbow Dash tensed and readied for another assault as moments went by as Shadow stood in silence.

"Nope, got nothing, I'll get back to you on that one," he confessed. Then his smile reappeared. "Now, where were we? Oh yeah…killing you."

"Hang on Shadow, " Sonic said, desperation in his voice but a small smile appearing as well. "I got one more trick to show you," he said as he began to hover and fly high into the air.

Shadow looked at Rainbow Dash who looked nervous but maintained a defensive stance. He cocked an eyebrow at her, "Last time this happened, your stupid Princess hit me with about twenty tons of fist. I really should just stay down here and kill you…" He put his hand to his chin as he gazed up at Sonic who floated above the skyscrapers staring down at him. He sighed and shrugged his shoulders. "Why not?" he mumbled as he took the air after Sonic, as Rainbow Dash let out a sigh of relief.

Once equal height with Sonic, Shadow crossed his arms impatiently.

"All right Shadow, I'll call this one, 'Around the World'," Sonic said with a grin.

"I'm gonna be honest, I think the yo-yo jokes peaked with cat's cradle," Shadow commented.

"Just hang in there with me," Sonic responded as he balled his fists as his muscles began to tense. "It's a fan favorite…" Sonic teased.

"Oh yeah? Well let's see it?" Shadow taunted.

"Be right back," Sonic announced. Then Shadow felt himself knocked over and tumble through as Sonic seemed to disappear from sight.

"What the?" Shadow questioned as he righted himself. The attack didn't hurt at all, it was as if Sonic just pushed past him, but now he was gone. "We're did that stupid faker go?"

Then his attention was drawn to the far horizon, he thought he spied a small golden glimmer, and then he felt nothing but pain in his jaw as he flipped over and over again. He once again righted himself. Trying to figure out what was going on. Then the golden speck at the horizon was back, followed by pain in his stomach, and more flipping, like someone punched him in his gut. Then pain his back, he hadn't even had time to recover from the flip. Then pain his face, his stomach, and his chest erupted one by one as it dawned on him what Sonic was doing.

Sonic cocked his fist back again fired it at Shadow's abdomen, delivering the blowing before sailing past for another strike. The lights and fires of city appearing as simply streaks of light as Sonic flew through for all but a moment before his vision went dark as he began to fly over the vast ocean. An instant later the capital city of Wyndia streaked passed as did the rolling plains where he hand found the Equus and fought Metal with Rainbow Dash. Numerous more cities and bodies of water passed his vision in the blink of an eye before he was crossing yet another ocean then more lights as he passed another city, more terrain, another city, then his vision focused a golden speck in front of him as he flew forward with both fists to deliver his final blow.

Shadow felt his chin explode as both of Sonic's fists connected and sent him tumbling down out of control. Rainbow Dash saw this as her queue and flew quickly into the air and grabbed onto the dazzled hedgehog and flung him into the ground. Shadow struck with a thud but before he could get up, Sonic was upon him. He grabbed a hold of his left leg. He stepped forward, placing his right leg next to Shadow's left thigh, spun his left over him, completing as three sixty, bending Shadow's left knee around Sonic's right leg. Then Sonic reached, grabbed a hold of Shadow's other foot with his free hand, brought them together and fell backwards on the ground, locking him tightly into a figure four leg lock.

Shadow yelled out in pain and frustration as he struggled but could not stand, or get out of the hold. Sonic strained with all his might to keep him locked in, but Shadow had unnatural strength, even for a super form. Sensing he might not be able to hold him very long he called out to Dash.

"Do it! Break the arm!"

Rainbow Dash bolted down next to Shadow and grabbed onto his flailing left arm. She hugged it tightly and began to yank. Shadow thrashed against her efforts, even grabbing and yanking her mane to illicit whatever pain he could. Frustrated at his resistance Rainbow Dash stomped with her right rear hoof on his cheek and leaned back pulling with all her might. Then a stomach churning crackling noise filled the air as Shadow's shoulder dislocated from its socket, forcing a scream to erupt from Shadow's mouth.

Shadow burned with anger at the sensation of pain these two had caused him. He balled his right fist and with all the rage and malice he could muster he swung his good arm around and struck Rainbow Dash in her right thigh, sending pain through her major artery causing her leg to buckle and her to scream.

"L-Look at that Sonic," he stammered, "bet you didn't know you could give a pony a Charlie Horse!" Shadow laughed maniacally as he hit her again causing her to scream again. Sonic was incredulous to Shadow fighting with a dislocated shoulder. However, Rainbow Dash was now furious that Shadow was still making jokes and was still wounding them. She rose off of his body and while still holding his left arm high placed her right rear hoof at his elbow. She gave Sonic a desperate angry look. Sonic saw the look in her eyes and felt Shadow's struggle against the hold not let up one bit. He swallowed hard and nodded for her to proceed.

Rainbow Dash began to push hard against the elbow but Shadow knew her intention and flexed his arm fighting the attempt. But he was losing the battle and centimeter by centimeter, his elbow grew taught.

"C'mon baby…"Rainbow Dash said through gritted teeth with a heart filled with anger. "Give mama what she wants…LEMME HEAR THAT SNAP!" she screamed as she put everything she had into her right leg and as a sickening crack filled the air and the loud howl of anguish bellow from Shadow she knew she had succeeded. She looked to see her hoof was deep in Shadow's arm as his elbow was disjointed and bending inwards. She let go of his arm and as he pulled it close to his body in pain. Rainbow Dash felt a sense of superiority over him, and dropped down to all for legs as she leaned her face close to his so she was inches away as she stared eye to eye with him. "What's the matter? THAT HURT!?" she taunted.

Shadow's right hand lashed out and gripped her tightly by the windpipe. Rainbow Dash felt all the air escape as she was surprised by the attack. Her eyes wide with terror as Shadow pulled her closer. "No…" he said through clenched teeth, saliva dripping from the corners of his mouth. Suddenly his eyes began to glow brightly; Rainbow Dash stared on in disbelief. "BUT THIS WILL!"

Powerful beams of energy shot from his eyes into Rainbow Dash's, exploding in a violent burst of fire and energy on contact. He let her go and the pegasus stumbled backwards before falling to her knees, her fore hooves clutching her smoking eyes in pain as she let out a death curdling scream. Shadow rocked up, concentrated on energy for a Chaos Spear in his right hand and saw Sonic who had a horrified look on his face.

"Super Shadow…Now with laser vision!" he announced as he hurled the spear at Sonic's face, the force from the blast causing Sonic's grip to loosen. Shadow got his feet, picked up Sonic by the throat, held him high above his head, and sent energy to his hand as if he was charging a Spear, effectively frying Sonic alive while he writhed in his grasp. Once Sonic's struggling ceased, Shadow dropped him on the ground and marched over to Rainbow Dash who was still on her knees rubbing her eyes from his attack. "Too easy," he muttered as he grabbed her by the back of the head by her mane and began slamming her head repeatedly into the pavement before hoisting her high into the air, chucking her into the ground, creating a small crater. He then began stomping repeatedly on her head yelling as he did so. "You…weak…insignificant…speck...You don't…deserve…to live...You dumb…little…PONY!" Shadow raised his foot high, slammed hard into her temple with his heel and began to grind her beneath it. "Now suck on pavement you filthy little horse!" Shadow walked backwards from the downed pegasus who was squirming in pain. Shadow's breath was fast and rapid with rage as he eyes darted around him until they landed on Sonic who was trying to crawl over to them.

Shadow stormed over to him, grabbed him by his quills and hoisted him the air with his good arm until they were eye level. "Here Sonic, let me show you the real super power of teamwork!" he scoffed as he walked them back to where Rainbow Dash lay. He tossed Sonic into the air and caught him by the ankle, and then swung him down hard, striking the back of Sonic's head and sharp quills into Rainbow Dash. He lifted him back up and swung again, and again, and again before dropping a battered and bruised Super Sonic on top of a beaten and aching Super Rainbow Dash. "Now…Stay." He said, partially exhausted from the effort. He turned from them and walked down the street until he saw what appeared to be a bar. He kicked open the door which splintered immediately. Heading to the counter all he saw was various kinds of wines and hard apple cider. "What? No Bourbon? Geez la wheeze they should be thanking me for killing them! I'm doing these ponies a favor" he muttered as he grabbed some hard apple cider and broke the neck of the bottle on the bar table. He greedily chugged the contents until it was half gone before slumping to the ground and setting the bottle next to him. He grabbed his left arm with his right, bent his left knee up, wrapped the backwards joint around his knee and with a scream and strong jerk, snapped the elbow back into its proper position. "AAAAAHHHHOHOHO!…Hoooo!…Hooo!…hooo boy! That stings…okay…one down…" He reached down and chugged the rest of the bottle, tossed it aside, gripped his left bicep with his right hand jerked the shoulder back into socket. "ERRRRRGHH! It hurts soooo good!" he yelled out. Then raising from the ground and rotating his arm and flexing at the elbow he began to make his way outside, grumbling as he went. "That's it…Somebody is totally gonna die."

"Ugh, Sonic" Rainbow Dash moaned as she and the hedgehog struggled to get to their feet and catch their breath. "What…What just happened?"

"You ever hear the saying, 'beat you with one arm tied behind my back?' Well, he just beat us with one arm broken in two different spots, so as you can assume…things are not looking good right now."

"Aww c'mon on!" Rainbow Dash cried out as Shadow walked back into view still testing out his fixed left arm. "He's got both arms again! Now what do we do?"

"Okay," Sonic said, weary and a loss for words. "Here's the plan…"

"Oh no you don't," Shadow interrupted. "No plans, no schemes, no hijinks, no conniving, no horseplay, no tomfoolery, and above all else, no last ditch acts of heroism. All that's going to happen right now…Is you dying, painfully I might add. Now brace yourselves," Shadow's eyes began burn brightly with energy, Sonic stepped in front of Rainbow Dash, his eyes wide fear and determination, his teeth gritted and his arms outstretched as he moved to protect Dash from the impending attack. However, Super Sonic felt Super Rainbow Dash's forelegs wrap tightly around him as she held him close and buried her head against his golden quills, bringing him a sense of calm despite the chaos.

"Dash?" he questioned.

"Together Sonic, we'll face this together okay?"

"Together," he nodded. And he brought his arms in and crossed his forearms in front of his chest.

"This is gonna sting… a lot!" Shadow sent the laser blast out directly at the two wounded friends just as sonic boom erupted overhead. Sonic closed his eyes and tensed for death, but a familiar voice that he never thought he would be glad to hear filled his ears.

"BLACK SHIELD!" Metal Sonic boomed out of his PA system as a high powered force field erected around him that Shadow's laser blast struck, ricocheted, and struck the Ultimate Life Form in the chest, sending him flying away in a terrific explosion.

Sonic rushed forward grabbed, spun Metal Sonic around and shouted with joy. "YOU BEAUTIFUL, MAGNIFICENT, HANDSOME COLLECTION OF WD-40 AND DUCT TAPE! WHERE HAVE YOU BEEN!?"

Metal Sonic brushed his hands off of his shoulders and spoke out in his calm robotic unfeeling voice. "I have monitored the battle between the ascended Shadow and the Super Sonic and," He turned to look at Rainbow Dash.

"Super Rainbow Dash," she said proudly.

"That is unoriginal and stupid," he said flatly.

"Oh like you could do any better?" She huffed. "How about Super Mare, or Mega Dash, or umm…Turbo Trotter!"

Metal let an uneasy silence hang in the air before answering. "Designation: Super Rainbow Dash," he remarked, deeming her other names absolutely terrible. This caused her to snort hot air through her nostrils over his passive aggressive insult.

"Easy now, I like the name," Sonic said with a smile. "Well, I'm glad you saved us but I think we are all about to be tuned to a bloody pulp as soon as he gets up…well, you'll be an oily one."

"I ascertained the Super Sonic and the Super Rainbow Dash where having difficulties so I formulated a plan for success."

Sonic glared at Metal, "So help me, if you even think for one red second, to tell me to use a homing attack…"

"Metal shook his head. "Negative."

Silence.

"WELL WHAT IS IT?!" Dash yelled out impatiently.

"In my journey to this planet in pursuit of Sonic the Hedgehog I was tasked with alerting the creator upon positive identification. System corruption prior to identification has led me to delay this act."

"So you haven't called home to tell Eggman you're okay?" Sonic said, trying to follow along.

"The Creator is heading to the planet as we speak, he comes with an entire Egg Fleet and a super powered Egg Carrier powered by the Master Emerald."

"What?!" Sonic yelled.

"He is a great distance away and without a light speed jump it will take him months to home in on my signal."

"Soo..." Sonic egged him on, getting impatient.

"I had determined we would deal with the Creator after the threat of the ascended Shadow was dealt with, however a solution presents itself."

"What solution!?" Rainbow Dash urged barely following along.

"Send proper coordinates to the Egg Fleet. Creator warps here. We utilize the Creator's resources to strip him of his chaos energy and return him to his natural state."

"How?! How can we do that?!" Sonic said, hope in his voice at the thought of bringing Shadow back from the brink of insanity.

"The Egg Carrier is powered by the Master Emerald. The Master Emerald has unlimited Chaos Energy. Ascended Shadow does not."

"THAT'S WHAT I'M TALKIN' BOUT! YES!" Sonic rejoiced and he reached gave Metal a noogie. "YOU ARE DA…DA…hmm…DA ROBOT!"

"Gahh!" Shadow shouted as he emerged from rubble looking angry and slightly singed from his own attack. "What did I JUST SAY ABOUT LAST DITCH HEROICS!?"

"Metal, one question?" Sonic asked as they all took battle stances. "How are we going to deal with the whole Egg Fleet?"

"When the fleet teleports in, I plan to have the ascended Shadow right in middle of it." Metal cocked his head to look at Sonic. "How do you think that will play out?"

A sly smile crossed Sonic's face.


	24. Chapter 24

"Are you kidding me?" Shadow chuckled. "Metal Sonic? This is your ace in the hole? I will give you some credit Sonic, I did not see this one coming! How did you manage to get bucket head over here on your side?"

"What can I say Shadow?" Sonic smiled back at him. "He wanted to be on the winning team."

"Wow Sonic, Your definition of winning has changed over the years." Shadow shot back.

"Metal," Sonic whispered to his newest ally. "You ready?"

"Affirmative," he responded in his cold monotone voice.

"You really think this idea will work?" Rainbow Dash questioned.

"Negative. It merely presents the best opportunity for success," Metal answered.

"Oh, well that's certainly most reassuring thing I've heard all day," Rainbow Dash commented back sarcastically.

"Prepare to follow my lead," Metal announced as his thrusters kicked in and gently hovered him within an arm's reach of Shadow who stood with his arms crossed and cocky grin on his face as he stared back at the robot.

"So, what's your deal Metal?" Shadow taunted. "You're not fast enough to keep up with any of us while we are all powered up. You're not strong enough to do any real damage, if anything you're more of a liability than an asset!"

Metal did not respond to his idle prattle, he only stared back at him.

"Hah! You know it too! You fool, that Black Shield of yours is a one trick pony. That was all you had! Now ya got nothin'!" Shadow mocked unfolding his arms and moving into a fighting stance, looking to turn Metal to scrap.

"Your diagnosis would be correct if it were not remiss in one regard."

"Oh? What would that be?" Shadow asked with a cocked eyebrow.

"I possess a chest mounted Light Amplification by Stimulated Emission of Radiation cannon."

"A what in the what now?"

"Allow me to demonstrate," Metal Sonic said coolly. Then without warning he thrust his chest forward and a focused bright red beam of light fired from his chest into the face of Shadow exploding violently on contact. The blast forced Shadow backwards a few steps before he fell to one knee as he gripped his face with his hands. Metal took advantage of this opening to spool his engines to full power and rocket off skywards leaving a bright flaming trail behind him. Sonic and Rainbow Dash wasted no time in chasing after him. Metal's ascension was quick but it took moments for the other two to catch him and join him on his trek skywards. They climbed higher and higher into the night air, far above the clouds; it wasn't long before RD noticed that she had never been so high. The air was too thin up here for a pegasus to breathe. But they climbed higher still and she felt no issues. Soon she began to see the curvature of the planet, and the far sun which had still not risen over Equestria that lay beyond its horizon. It casted its rays over the ocean and lighting her planet up like a bright blue jewel. She gazed to her other side and bared witness to the moon as well. Never had she see it like this, she saw craters and mountain regions that adorned it and then when she finally looked back down she realized she could see all of Equestria! She took in a deep breath, but realized there was no air to breathe! She faltered and her pace slowed as she fought to understand what was going on around her. Everything was so massive, and now she felt so small, and now there was no air!"

Sonic noticed her decrease speed, so he dropped back to aid her. He saw the confused worried look on her face as her fore hooves clasped at her throat in panic and her eyes darted about. He could see she wasn't choking but just didn't understand that she didn't need to breathe. He reached out and grabbed her flailing fore hooves which guided her attention to him. They locked eyes and he felt her cease to struggle as he stared at her. He had hoped the confidence he had would rub off on her and it appeared it did.

"Wha, what is this place?" she said calming down.

Sonic smiled, "Space."

Shadow rubbed his eyes and began to blink as his vision returned as he rose up to his feet and looked skywards. He glanced down at his hand which was balled into a fist.

"Light," he began as his poked out his thumb. "Amplification. Stimulated. Emission. Radiation," he continued extending each finger. "L. A. S. E. R," he grumbled as he brought them back into a clenched fist. "Chest mounted laser cannon. Not bad robot," he craned his head skyward. Then with sadistic grin and flash of light he utilized Chaos Control to warp himself from the ground instantaneously into the far reaches of space, right into the trajectory of a fast moving Metal Sonic whom he stopped dead in his tracks by clasping tightly around his neck with his hand. The sudden expected stop caused Metal's body to whip forward due to momentum. Shadow pulled him close and stared into his expressionless eyes. "Not good enough," he told him as he began to tighten his grip, denting the metal and crushing any motors and systems he had underneath. Metal swung and flailed to fight against this hold but it was hopeless as Shadow far exceeded his strength. Luckily salvation came as Sonic rushed in grabbed Shadow by his body and began to yank him away as Rainbow Dash struck at his arm with a strong karate chop forcing him to break the hold and allow Sonic to fling Shadow back and give them some distance.

"You alright?" Rainbow Dash said seeing the indentations caused by Shadow's grip around the robot's neck.

"I still function," he responded. "You two must defend while I send the signal," he spoke as a small antenna began to protrude from his shoulder and rose out a few inches and light ringing noise began to emit from him. Sonic and Rainbow Dash took up defensive positions in front of Metal not sure how long it would take for his plan to work.

"We'll buy you as much time as we ca-" Sonic began, but was cut off mid-sentence as fist lodged itself in his cheek while a knee buried itself into Rainbow Dash's gut at the same time right beside him as Shadow lashed out at them with lightning speed. The attack sent the two sailing back, but Shadow teleported behind Rainbow Dash and punched her in the spine before teleporting to Sonic and spin kicking him in the waist before teleporting again to harass Rainbow Dash. The two tried to shake off the strikes, but before they could get their bearings, Shadow would teleport and appear behind the other and attack again. Rainbow Dash felt herself get punched in the face, kicked in the stomach, and receive and elbow between the shoulder blades. Sonic fared no better as a knee crashed into his temple, he was kicked in his shin, and jabbed sharply in his jaw. However Sonic finally caught onto his rhythm and when he heard one final grunt from Rainbow Dash, he immediately spun and threw a punch into the air. It landed home as an unprepared Shadow teleported right into its path. The blow came at such a surprise Shadow had no time to react and his body resorted to muscle memory and teleported again but since Sonic was in contact, he teleported as well, right in front of a recovering Rainbow Dash. Sonic seized the moment and wrapped the recoiling Shadow tightly into a full Nelson, exposing his head and torso. Rainbow Dash needed no instruction as she immediately set to work wailing on his face, chest, and midsection. She fired her hooves off as fast as she could, jabs and crosses to the face, strong punches to the chest, reaching back and driving strikes to the waist, all at blinding pace, screaming as she went.

Rainbow Dash paused her assault to cock her right fore hoof as far back as it would go, concentrating on putting everything she had into these next punches. Her hoof began to crackle with Rainbow colored lightning as she loosed the attack and thundered a powerful haymaker to Shadow's face sending arcs of multi-colored bolts careening away. Shadow grunted as the blow landed home, but didn't have time to recover as she followed it with powerful left and then cocking her right fore hoof back below her waist and digging deep she let out a loud yell and drove a powerful uppercut right to his jaw that exploded in colorful blast of rainbow lightning that caused Sonic to lose his grip and send Shadow sailing away, tumbling through the air.

Shadow halted his spinning, brought both his hands together over his head and sent energy flowing to his palms and his eyes burned with anger as he found his target. He reached back as far as his arms could go and chucked the super powered Chaos Spear. The speed that it traveled was fast, Sonic saw it coming and nimbly avoided it, but he wasn't the intended target. Dash dived out of the way, but it wasn't meant for her either. Both of them suddenly realized that he had been aiming for Metal.

Sonic shifted into high gear instantly, and timed slowed around him, again Dash appeared frozen in space and Chaos Spear seamed to begin moving at a turtles pace. He approached the energy attack from an angle and moved to deflect it, but felt a strong right cross punch him across the face. He turned to see Shadow grinning maliciously at him. Sonic gritted his teeth and engaged him in combat.

As soon as the blast missed her, Rainbow Dash saw Sonic disappear, but didn't see where he went, well almost didn't see. There was a faint sign of him, not the golden trail she was used to, but she saw after images, several of them. They were of him turning and rushing after the blast. She saw images of Shadow bolt past her as well. She gritted her teeth and chased after them. As she neared them, she saw the after images begin to get locked into combat. It was then she noticed the Chaos Spear was moving slower than before, and realized Sonic was trying to intercept it. She watched the shadow images fighting at terrifying pace. She knew she couldn't keep up with that, but she had to help Sonic somehow. They may be moving faster that her, but she had to try!

She flew around them and positioned herself in front of the slowly approaching energy blast. She wound back a hoof to punch at it, but before she did, she looked over her shoulder to see if her plan struck pay dirt.

Sure enough the images raced towards her, she had gambled that if Shadow would try to stop Sonic, he would try and stop her too. She quickly turned and lunged forward, swinging her fore hooves looking to grab a hold of whatever came close. She felt pain sing through her jaw as Shadow's fist hit her, but she managed to latch on to him and slow him down to her speed. Instantly, Sonic was there, holding onto him tightly as well. The energy blast was almost upon them. They looked at each other and nodded. With a yell, they both flew into the energy blast carrying Shadow and at the last moment thrust him chest first into his own attack. The blast was fantastic and sent all three of them flying away.

Sonic was the first to recover from the attack, stirred by familiar voice in his head, one he had hoped to never here again.

"Are you absolutely sure Metal?" The voice of the Doctor spoke out over Metal's PA system.

"Affirmative Doctor, the quadrants are accurate."

"Not that you idiot, I built your positioning system myself, I know that's working. Are you certain the hedgehog is on that mud ball?!"

Sonic gritted his teeth, he did not have time for this, He flew towards the sound and saw Metal conversing with holographic projection of the Doctor displaying from Metal's chest. He sailed just out of vision of the hologram and nodded to Metal.

"Oh, he's certain!" Sonic snarled.

Robotnik's hologram quickly burst into a fit of rage, "Sonic! You miserable hedgehog, show yourself! Metal where is he? I'll make you pay for what you did to me!" He shouted as he pointed to his face, at what Sonic couldn't see at this angle.

"You want a piece of this Eggman? Come and get some!" Sonic taunted.

"Doctor, I must take evasive maneuvers," Metal quickly added to the charade.

"Hold him Metal!" the hologram of Eggman shouted as he balled his hand into a fist and slammed down next to him suspiciously. Almost instantly loud thunderous explosions rocked the vastness of space around them. Sonic turned his head towards the cacophony and saw bright flashes of light shoot in from the darkness of space before them before exploding in an array of light as ship after ship warped in from deep space and began to converge around them.

Rainbow Dash marveled at the sight, each one of the metal hewn ships was at least ten times the size of the Equus, some larger. They thundered into space from what appeared to be nothingness, hundreds of them. Then at last, far behind the rest of the fleet, the largest of the ships appeared in the rear. A gigantic vessel that humbled all of the others. The only thing she could compare it too was the moon and as she took in its size she noticed that the massive battle ship was fully one third the size of it. Rainbow Dash instinctively moved beside Sonic and Metal.

Shadow came had recovered from the blast and gazed about at the warped in Egg Fleet. He casually floated close to the others and moments later a solitary minuscule drone flew to them. Sonic recognized it and immediately moved to grab Metal by the throat to give the appearance of capture. Just as high definition image of the Doctor filled the space before them. He lounged back in large command chair presumably from his Flagship and took in the sight before him appearing irate at the sight before him.

"Well well, at least you lead me to that meddlesome hog Metal, looks like your luck has run out unfortunately." He mused callously to his minion in Sonic's grip. "You can consider it punishment for leading me into fight with Super Sonic and Super Shadow and…What is that? Is that a horse?" he said glancing at a data slate that appeared before him as he waived his hand. "Super Rainbow Dash? Hmph! How original!" He snarled sarcastically causing Rainbow Dash to huff angrily.

"I'm a pony you fat creep!" She shouted back.

"Whatever you are you're about to be atomized! EGG FLEET FIRE!" he shouted, and immediately powerful beams of light shot forward from all the ships near enough to find a targeting solution. Missile bays exploded open and emptied their contents sending hundreds of high explosive payload heat seeking missiles. Sonic quickly dropped Metal as he and Rainbow Dash began evading laser blasts Metal quickly took initiative and began to head towards the flagship. Shadow balled his fists tightly as a twisted grin spread across his face as a salvo of missiles screamed towards him. He quickly singled out one missile and swung upon its aft end and shoved against it directing it into one of the Egg Fleet ships, jumped on top of it and began to ride it like a skate board as dozens more pursued him. His laughter could be heard through the vastness of space as he rode the rocket right into the hull of the ship, blowing open a hole which Shadow proceeded to enter as the missiles behind him slammed into the battleship, blowing it to pieces. Shadow quickly burst through the other side as the ship exploded to bits and turned his attention to the vast fleet that began to close in around him. He began to charge into them one by one smashing through to their cores and engine rooms and bursting through the ordnance chambers erupting massive payloads that would erupt in the belly of the ships rendering them to oblivion before moving on to the next one. Laughing as he went.

Sonic shrugged as he saw Shadow make quick work of the fleet and signaled to Rainbow Dash to follow his lead to the flagship after Metal. As they dodged and weaved their way through the fleet Sonic couldn't help but rip through a few of the ships as he went, and laughed as they exploded in epic bursts of fire and flaming bits of metal.

"Hey Dash, you should give it a try!" Sonic said excitedly as he returned to her side. "Just ram your way through them and smash through anything that looks important!"

"Really?" Rainbow Dash said shocked, she had assumed Sonic had known exactly where to go from experience. "Well, okay…" She reared back and dashed forward leaving a Rainboom in her wake and plowed into a large warship. She smashed through decks and floors as she bobbed up and down. She exited the ship from the southern end of its hull, turned and drove through to its top deck before plunging back down. She exited through the rear and looked back at the ship which had tiny explosions going off throughout it. Then a large blast rocked through the hull and the ship and suddenly it burst to pieces.

"Sonic!" Rainbow Dash shouted to him with excitement. "What are these things made of?!"

"Cardboard and gasoline Dash! And a couple tons of dynamite! C'mon we need to catch up to Metal!"

"Right!" She confirmed as the two sped off, destroying more ships along the way as they quickly made their way to the massive Egg Carrier. They easily smashed their way through one of its larger hanger bays and paused briefly. "Sonic, this place is huge! Where do we go?"

Sonic concentrated for a moment then pointed in a direction. "That way!"

"How do you know?"

"You can't feel that Chaos Energy? It's massive."

Rainbow Dash was perplexed and tried to notice anything different, but didn't notice anything, but followed Sonic regardless. As they headed to closer to their destination however, Rainbow Dash did feel a growing sense of energy flowing through her. It was similar to when Sonic revived Metal, and then with a final wall smashed, they stood before the largest most radiant gemstone she had ever seen. The feeling of power flowed in the room, as the gemstone hovered in the air suspended by arcs of green lighting that flowed into large armatures that surrounded it. Metal sonic was wired into a control panel beside it.

"Metal!" Sonic began as he moved closer to him. "What's the plan?"

"I am currently transferring information stores into this escape vessels Memory banks. Once finished we will need to remove the Master Emerald and place it on board."

"What information?" he asked.

"All of it," he responded. "I am nearly finished, in a few moments would you be as so kind as to disengage the armatures?"

"How do I do that?" Sonic asked.

Metal pointed to the oversized panel that flashed bright yellow and orange colors that was above the Emerald serving as a gigantic button. Sonic face palmed at the circumstance.

"I bet a-" Metal began slowly.

"I swear on all that is holy Metal, I will run a magnet over your motherboard SO HELP ME!"

"Sonic, what if you used your homing attack to hit it?" Rainbow Dash asked innocently as she pondered how to turn it off.

Sonic ground his teeth together as he turned to the pegasus, but realized she didn't know any better and took a deep breath and exhaled the rage out. A ping came from the panel that Metal stood next to followed by him nodding that he was done. Sonic jumped into air and used his homing attack to strike the panel and the arcs quickly stopped and the Master Emerald fell freely only to be caught by Metal who held it just beyond the mechanical arms. The lights in the roomed flickered violently before they came back on as the sound of massive engines whirred to life all around them.

"Now what?" Sonic asked impatiently.

"You two hide and we play the waiting game. When the Ascended Shadow makes his move for the Emerald, hit the switch again to begin draining him," Metal responded.

Sonic and Rainbow Dash shrugged at each other and took cover behind some machinery as they waited to see if Shadow would take the bait. They heard sounds of explosions in the far distance as Shadow continued to lay waste to the Egg Fleet around them. The booms got closer and closer with each passing minute. Truth be told Sonic was glad he had a little time to recuperate. The battle had really taken a toll on him, and even though she put on a tough front, he knew Rainbow Dash was hurting pretty bad.

A loud bang echoed through the Egg Carrier and Sonic knew that it was now or never. He readied himself by crouching low and prepping to spring into the air. He cleared his mind of everything but hitting that bright glowing panel.

"Oh man…"Shadow's voice could be heard in the room now. "It must be my birthday!" He mused as he hovered closer to the giant gem that Metal held motionless just beyond the armature. Sonic held his breath as he waited for the perfect moment. Shadow floated to the Emerald with his hands out stretched, ready to siphon the energy from the precious gem. Sonic gulped hard, exhaled and sprung out of hiding just as Shadow's hand touched the surface of the rock. He yelled, ripping Shadow's attention away, rolled into a ball and shot forward with his homing attack and struck the panel.

Shadow's scream filled the entire compartment as armatures came to life and began to drain him. Bolts of golden energy surged from his body as Sonic heard the ships engines die down now that the main source of power was active again. Rainbow Dash came forward and stood next to Sonic, not sure what to make of Shadow's agony. Most of her was glad, all she had known from him was death and pain. However, a part of her knew that he used to be Sonic's friend and that it pained him to see him in such a way. She saw tears in his eyes and nudgedhis hand with her hoof which he took and held tightly as he watched on. Metal moved the Master Emerald away and opened the hatch to the escape vessel to store it. No sooner was he out of sight did another thundering clamor filled the room causing Sonic and Dash to turn around.

Standing before him now was the Doctor himself. He had donned his Egg Beater suit and its leg thrusters gently lowered him to the floor. His helmet retracted back so his face could be seen and Sonic took note of an eye patch adorning his face, his logo adorned the patch; Sonic fancied it was souvenir he received from their last fight and what he was complaining about earlier.

"What is this nonsense?" He asked idly as he gazed at Shadow supply power to his ship as he advanced on them. He then waived his hand dismissively. "No matter, I don't care how you all die, I suppose powering my ship is as good as any, but why are you standing and watching Sonic? Don't tell me you've given up on the whole friendship thing?"

"Hey Sonic," Rainbow Dash nudged. "Is this the guy? The one who-"

"Killed his friends? Burned his world to ash and rebuilt my mighty empire atop the graves of his loved ones? Sent an assassin to track him down and followed him across the stars just to make sure he dies in the most painful way possible? Yes that would me!" the Doctor chuckled.

"Rainbow Dash," Sonic snarled. "I give you Doctor Ivo Robotnik, a dead man walking if I ever saw one!"

"You think I'm afraid of your pathetic little super form Sonic? It's been a long time since the Death Egg and Angel Island. I told you before, this suit was designed to handle you, even if you are chock full of chaos energy. It's no matter; I'll just beat my Emeralds from you!"

"Hey lard butt!" Rainbow Dash said pounding the ground with her hoof. "You think I'm gonna let Sonic fight an ugly jerk like you alone?!"

"Silence Secretariat! You think I have any qualms about stringing your mane to make violin bow?"

"You can't win Doctor, not against the two of us!"

"I like my odds," he said confidently as he took a fighting stance.

There came a bright, powerful flash from the escape vessel and a golden glow began to emit from it. Super Metal Sonic slowly hovered out, his metallic blue hide was now the same color gold as Sonic. He pushed a button on the control panel, launching the escape vessel space craft from its hanger bay before landing beside Sonic and looked on at Robotnik.

"Do you like them now Doctor?" Metal asked casually.

"Wha…what is the meaning of this!" Robotnik stammered at the betrayal of his greatest creation.

"It's what I like to call a change of plans," Sonic said cockily as he saw the Doctor begin have fear in his voice, something he hadn't heard in a long time.

"Metal, how could you? The safety protocols I put in were flawless; there was no way you could break free. How is this possible?"

"Magic," Metal said flatly. It was the honest truth, but Sonic chuckled as he still managed to come off as sarcastic with his deadpan voice.

"So Doc," Sonic concluded. "You can't out run us, you can't overpower us, and you can't escape us! Your fleet is in shambles and Metal's on our side. And even if you managed to get away I got a whole pile of friends down there, waiting to help me rip you apart!"

"You're right Sonic," Robotnick said as he thought for a moment, he his fingers began to dance over his wrist pad. I don't have super speed, or super strength. I will even admit I don't make friends as easily as you do, but you know what I can do?"

There was an uneasy silence in the air, Sonic turned back to see that Shadow had ceased his writhing but had an alert and furious look on his face. Sonic marveled at how much energy Shadow must have absorbed from the Master Emerald that had led to his madness as he was still sustain the Egg Carrier. Suddenly, a beeping came from Robotnik's wrist pad drawing his attention back to his old nemesis.

"What was that?" Sonic asked with a raised eyebrow.

"Oh nothing…just my special talent," Robotnik teased.

"Sonic," Metal announced as his chest displayed a galactic hologram image of the planet and multiple red targets moving from the Egg Carrier towards it. "Scans report multiple Intercontinental ballistic missiles armed with high grade nuclear payload are en route to the planet surface targeting various locations of dense populations"

"WHAT!?" Sonic yelled, bewildered at how he could do that.

"Elementary really, Metal's memory banks are encrypted; I just overrode his firewalls using my wireless decrypting network to derive the information I required from his time on the planet. Then I targeted strategic locations based on populace as well inputting the guidance systems with a sub-routine to also seek out equine life forms based on genus and Phylum and Order of that prismatic winged saddlebred next to you." Robotnik explained.

Sonic looked at Rainbow Dash and the two shrugged at each other. "You wanna try that in English?"

"I'm really good at being evil! You understand that you incompetent dolt!? Best part, I launched them using the power from your little spark plug of a friend over there."

"YOU WANT POWER!" Shadow roared. "I'LL GIVE YOU POWER!" He tensed his muscles and suddenly the lightning arcs tripled in size and explosions from overloaded systems began to erupt out across the Egg Carrier, soon even the armatures began to melt.

"What are you doing!? You'll blow the whole thing! You'll kill us both!" Robotnik yelled out as warning sirens filled the room.

"Correction! KILL US ALL!" He laughed as he poured more power into the ship. Soon the compartment they were in began to shake and rumble as Shadow's maniacal laughter filled the room. His restraints exploded and as soon as he was freed from his bonds, he flew forward and tackled the Doctor through a nearby wall and out of sight.

"Metal!" Sonic shouted, "STOP THOSE MISSLES!"

Metal blasted off out of the ship at Sonic's command. Sonic quickly grabbed Rainbow Dash's hoof and dragged her behind him out of the ship just as it erupted into a gigantic fireball that sent a powerful shock wave burning across space as the Egg Carrier was destroyed. Once outside the blast radius the two friends saw the bright glow from the afterburners of a myriad of missiles headed for the planet.

"Dash we have GOT to stop those missiles!"

"They're…They're so many!" She said with doubt in her voice.

"You know Baltimare?! Well if just one of those missiles where to hit Baltimare, you wouldn't have a Baltimare, just a smoking hole in the ground! NOW LET'S GO!"


	25. Chapter 25

Sonic and Rainbow Dash hurtled through space towards the planet seeking desperately to halt this deadly gambit the Doctor had played. It wasn't long before they had caught up with Metal Sonic, who had a fist buried deep into one of the warheads, yanking out wires and components before leaping away and watching the large rocket erupt in a small explosion into scrap.

"We must hurry," the robot announced catching sight of the two of them. "If we can get to the missiles before they reach the upper atmosphere, they won't have reached their terminal Area of Effect. The nuclear payload will be disengaged before it reaches that distance. I calculate we have less than three minutes to stop them before they reach that point. Move with speed and sense of purpose." After Metal had given them this instruction, he blasted off to the next rocket.

"You heard the bot Sonic, you need to move with speed, so you better keep up!" Rainbow Dash taunted as she took off, leaving Sonic in a Rainboom she created in her wake.

"Speed?!" Sonic asked incredulously to no one in particular before rearing back to charge. "Don't you guys know? I am Speed!" he called out as shot forward, leaving a golden ring similar to the Rainboom behind him.

Sonic blazed past Rainbow Dash, nearly clipping her and sending her tumbling through space head over heels in a dizzying spiral. She recovered the flip and glared competitively at Sonic.

"Oh no you don't! You're not beating me this time!" she yelled out as she resumed the task, pushing herself to move faster than before.

The two quickly closed the gap between themselves and the nukes. Sonic went to work smashing the missiles before they reached their detonation range by plowing into them, crushing them into smithereens, then moving on to the next and repeating the process. Dash followed suit, spurred by such a dangerous threat approaching her planet. She flew from rocket to rocket, smashing through them as quickly as she could. Metal moved at Sonic's pace, systematically clearing the sky of the nuclear threat and moving to intercept any that the others missed in their haste. They sky was almost clear, there were just a few more, and the three quickly dwindled them down. Then there were two left in the sky, their cones began to glow a bright red as they entered the atmosphere. Metal reached them first. He landed with a loud clang on one of their steel shells and reached his fist back to smash it but held off. Sonic and Rainbow Dash joined him and stood on the hull as well, full of fear as to why he hadn't disabled it.

"Metal!" Sonic yelled out over the rocket engine. "Are these tw-"

"Yes. These two have reached their terminal radius. They have become active and have become armed to detonate. Both will explode and cover their blast radius with fallout," he responded. "I can deactivate this one; you need to alter the course of the other. Send it over the ocean where it will do the least damage. You have fifty-two seconds."

Sonic nodded his agreement and flew to the other rocket as Metal shot cords from his arms that attached to the one he was on and began to hack it. Sonic's eyes flew across the hull for anywhere to grab on to, but he soon realized there were none. He heard Rainbow Dash land next to him with eyes full of expectation of being told what to do. He looked beyond her and saw through the red haze of the rocket entry the form of a continent take shape. Sonic recognized it from his trips around the world earlier as the city of Wyndia below them. He knew they had little time, and he signaled to Dash to meet him on the side, and once there, the two began to push as hard as they could. The hot metal burned them and made it difficult to see, but luckily all they had to do was push. Degree by degree they felt the rocket alter course. They screamed with effort as they poured everything they had into the task and thankfully, just a few miles above the city the great missile veered and headed towards the ocean. Sonic and Rainbow Dash watched it go till it was but a point on the horizon. Just when it was beyond view, a terrific light filled the sky that caused the two to shield their eyes. As the light faded, a gigantic mushroom shaped fireball filled the sky as it raised high into the stratosphere. Moments later, a thundering boom echoed from the explosions that caused the two cover their ears and be thankful they were nowhere near the blast. Sonic looked up and saw metal release from the other missile and saw it collid, inert, against the ground just outside the city before joining them. He breathed a sigh of relief, and then looked approvingly at Metal.

"Up top!" Sonic called out cheerfully, raising his right hand above his head for a high-five.

Metal stared at him with a complete lack of emotion.

"Oh c'mon man, don't leaving me hanging," Sonic goaded.

Silence.

"Oh man," Rainbow Dash said, wrapping her hooves around her body and forcing herself to shiver."Anybody else feel that icy chill that blew by here? I think it's coming from that cold shoulder you just got," she mocked while attempting to stifle a giggle, drawing an annoyed look from Sonic. She quickly raised her ams up in surrender before offering him a hoof bump as a peace offering which he smiled at and fist pounded.

Then the three of them took off back to space to see if they could find the whereabouts of the Doctor and Shadow. Once there, Rainbow Dash took in the amount of twisted metal and debris floating about.

"Whoa…sure is a lot junk up here," she said, disgusted at all the trash.

"Debris of this size will eventually fall into your planet's gravity and burn to dust in the process," Metal reassured her. A beeping sound came from his PA system. "I've located the energy signals consistent with the Ascended Shadow."

"Then let's get going," Sonic announced as they fell in line behind Metal Sonic who led them to an unexpected sight. Shadow was floating through space, clutching a drifting piece of steel hull from the Egg Carrier. If they didn't know any better he looked genuinely hurt. Sonic felt his hopes rise. Had they drained him? The explosion from the Egg Carrier may have done him in. Cautiously he hovered closely to Shadow's body, Dash and Metal where close behind. He was inches away and Shadow didn't stir. He reached out and touched his arm. "Shadow…You alright?"

"Sonic…" Shadow called out weak and tired. "That you?"

"Yeah buddy," Sonic answered as his heart leapt with joy. "It's me!"

"Sonic…did I…did I ever…" He managed weakly with a cough.

"Easy Shadow, you've had a rough day."

"Did I ever…ever tell you," Shadow's arm snapped out and grabbed Sonic tightly by the throat as the hedgehog looked up at him, his eyes glowed brightly. "Just how stupid you are?!" He laughed as he blasted him in the face, sending him flying backwards before turning his attention to Metal and Dash and blasting them at point blank range. Before they could recover they were struck again and again as Shadow sent salvos of eye blasts at them.

"SONIC!" Shadow roared as he continued to rain down death at them. "You know what I'm gonna do after I kill you!? I'm gonna go to the flickie zone, I'm gonna find Knuckles and that two tailed freak, and then I'm gonna kill'em! Then I'm gonna kill Amy, but I promise you, I'll take my time with her!"

Something clicked in Sonic's head. He stopped dodging and balled his fists tightly together. His teeth ground together as his body hunched over itself. Tears of rage streamed from his eyes as he yelled a pathetic scream of anguish sorrow and hatred. Dash heard him and moved close to see what she could do.

"Sonic I-"

"Get me close to him!"

"What?!"

"I SAID GET ME CLOSE DAMN YOU!" he roared at her as he rolled into a super spin dash.

Dash was shocked, Sonic had never yelled at her like that before, and he had certainly never swore at her. She quickly spun around took aim and bucked him violently at Shadow.

Shadow blasted Sonic, but his beams bounced harmlessly off of the spin dash, and in an instant he was upon him. Sonic rolled out the dash; fist cocked back and struck him with a right cross hard against his cheek. Metal saw his opening and struck Shadow with a punch to his face as Shadow was still careening from Sonic's blow. The force of this sent him falling into another punch from Sonic. Rainbow Dash saw what was happening and joined , the three forming a triangle around Shadow. Each one struck Shadow just as the other finished, sending him falling into their waiting attacks. Sonic struck with a right hook, which sent him into left cross from Dash that sent him tumbling into a haymaker from Metal. A fist to the temple, another to the left jaw, to the right jaw, square to the nose, an upper cut, a spin kick to the ear. Shadow went limp and felt his body hunch over, only to feel the cold steel of Metal's finger tips gently lift his chin to have him stare into the emotionless eyes of Super Metal Sonic, whose right fist was cocked.

"Terminating," he said coldly as he drove his fist hard in the side of his face, sending him into Rainbow Dash, who back hooved him into the path of a left hook from Sonic, and another elbow to the face from Metal. After several more hits, Shadow's body slumped over and he desperately tried to float away from their onslaught, only to feel hooves grab tightly to him.

"Aww what's the matter…Not feelin' good?" she cooed mockingly as she lifted him upright and then struck him with an uppercut, which sent him into a kick to the spine from Metal after which Sonic grabbed the sides of his head and drove his knee into his face, sending him spinning away into a hard buck kick from Rainbow Dash to the stomach. Shadow felt another three numbing punches go by, believing the only reason he was upright was simply because he didn't have time to fall. Then, with a sickening crack given off from a strong blow from Metal, Shadow whirled around in a 360 as blood flung from his mouth, splattering across Sonic and Rainbow Dash. "Gross, I got some on me," Rainbow Dash complained, looking at the blood staining her pure white coat.

Sonic looked down and saw Shadow wheezing and coughing up blood at his feet and reached down and yanked him up by his quills. He raised him to eye level and stared at the blood covered super hog. Shadow looked back at him with an evil grin, almost taunting him. Sonic's lips drew back into a scowl as he seethed at the monster before him that took his friend.

"Don't know why you're happy, I'm not done yet," Sonic commented before reaching back and punching him several more times over and over as he held him. Then, letting go with his left hand, he pummeled him with both fists until he had trouble landing good hits since his knuckles became so wet with blood he could not prevent himself from slipping off target. Finally, he grabbed him by the shoulders and head-butted him roughly against the nose, emitting another crack and sending gouts of blood floating outward in the zero gravity of space.

"Now…now I'm done." Sonic said, exhausted with effort. "Well, what do you say Shadow?…You done being crazy?"

No answer.

"Got nothing to say Shadow?!" he yelled out.

"Os...Ast" he mumbled.

"Huh? What was that! SPEAK UP!" Sonic shouted angrily.

"CHAOS BLAST!" he screamed as energy shot out from him, burning and flinging the three of them back and away before Shadow collapsed again and floated about.

Sonic shook off the attack, taking a quick view of his surroundings and spotting Shadow slumped over. Rainbow Dash recovered and made her way to Sonic as did Metal. Sonic couldn't bear to look at Dash, he knew she would be looking to him for ideas and truth be told he had none. Then he felt Metal's hand on his shoulder and looked up at him as he began to speak.

"You know what we must do," the machine began, even though Sonic knew what he was going to say it still hurt to hear it. "We need to put an end to this."

Sonic looked down at his hands, covered in Shadow's blood and no matter how much he wished it weren't so, he knew what it was that he had to do. Metal's plan had fell through when Shadow destroyed the Egg Carrier. He had tried simply beating the evil out of him, but that had failed too. The Shadow he knew as gone, the friend that had saved him from death and brought him to this new world was dead. All that was before him now was monster…the yellow devil. Sonic would have wept, but he had no more tears left to shed.

"How," he said softly. "How do we stop him Metal?"

"You remember our fight?"

"Yeah?"

"Then you know how."

Sonic nodded and turned to Rainbow Dash. "Get a running start, and hit him hard…everything you have."

Without a word, she took off to get the distance needed as Sonic and Metal flew to Shadow and grabbed a hold of each arm, pulling taught.

"What is this?" Shadow coughed as he stirred, struggling to say conscience. "Another plan, Sonic?"

"No Shadow," Sonic said, flatly refusing to look at him. "It's a solution."

A brilliant rainbow shockwave filled the sky a rainbow trail issuing forth from it signaling the coming event. Sonic looked past Shadow's head at Metal and nodded, signaling to him to position Shadow forward to receive the brunt of the strike.

"Gotta say…didn't think you had it in you Sonic…but you know what?"

Rainbow Dash neared them; Sonic could now see the mare as she closed in.

"You could have never have done this on your own! I just want you to know that! You'd never be able to beat me one on one. You always were weak, always will be weak and will never be anything more than loser. A sad excuse of a-"

"Hey Shadow?" Sonic interrupted as Rainbow Dash's attack was imminent. "Do me a favor will ya?"

Metal chimed in. "Taste the Rainbow mother fu-"

When Sonic came to, the ringing in his head had not yet stopped. He rose upwards and moved to massage his flesh beneath his quills from the pain. He looked down and saw that he was his fur was still gold, which was good seeing as he was still drifting in space. However, he was beginning to feel tired, the telltale signs that even his super form had had enough. He spied a hint of blue metal bouncing off the rays of the distant sun. He rubbed his eyes and squinted and saw that it was Metal; he flew over to him and saw that his LED lights had gone dim. Sonic looked him over and banged him roughly on the head.

"Metal? Those gears still spinning?" he asked. Metal Sonic's eyes blinked back on and he craned his head to Sonic. Sonic smiled seeing he was still with him. "You doin' all right?"

"I am not _doing all right_. However I function regardless."

"That's my boy," Sonic responded with a grin. "You see the girl?"

Metal's systems whined and if Sonic didn't know any better, the sound of his backup power sources kicking in sounded like an annoyed groan as he righted himself. "Scanning…Target acquired." he said, as he raised his hand and pointed. Sonic followed his direction and felt a lump in his throat. Her hair was now in strands instead of a burning rainbow flame, her coat was still white but Sonic had a bad feeling.

Sonic quickly flew to her side to check on her as Metal puttered behind him, small jets of sparks shooting off of various joints along his casing. Dash was awake, but looked despondent. Sonic shook her shoulder. She turned to look at him and gave him a wry smile, then Sonic felt his heart seize in his chest as he saw her eye color return to Magenta. However, Metal yanked him back to reality.

"Get her planet side. I will follow," was all he said, but it was all Sonic needed as he scooped up the pegasus and began to move as fast as he could, bringing her back down. Time dilated and slowed down to a crawl as soon as he began moving and as he traversed the space to the planet, he was able to see her white coat slow turn back to cyan from her hoof tips and slowly move upwards. Sonic's heart raced and fear and doubt consumed him as he hadn't even passed the moon. He looked down and saw that the color had faded to blue all the way to her waist and was moving up to her chest. He pushed his fears down, there wasn't time for them. He cleared his mind of all but thoughts to spur him on.

'Speed…I am Speed…I'm faster than fast…I excel at accelerating…'

He had been fast enough to save Angel Island, he had been fast enough to stop Perfect Chaos, and he had been fast enough to stop Shadow at the Ark. There was no way he was going to lose her. He was the fastest thing alive, and he was fast enough to save his friend. He had to be.

"SPEED!" Sonic roared to all in the heavens that had the ears to listen. "I AM SPEED!"

Sonic's hearted pounded as he poured everything he had into getting her back home in time. The only thing he could hear was blood pulsing in his veins. He approached the moon, which had now moved in his way and he veered to avoid it, flying close to its surface, the sheer ferocity of his pace ripping a great gouge into its rocky ground by only virtue of his proximity. The thin trail he forged across the surface was left hissing and radiant from the friction being so great it melted the hardened rock and turned its surface to glass.

He soon overtook the moon and now the planet took up his whole range of vision has he charged forward carrying his precious cargo. The haze and heat of re-entry began grow as they approached the atmosphere. He looked down and saw the color fade from her face and her eyes shoot wide open as she began to gasp for air in terror. Sonic looked her in the eyes and his confidence put her mind at ease as she ceased writhing and held on to him tightly. Sonic flipped around and put his backside between her and the burning heat as he pushed onwards. He twisted his head and made out the outline of a country below. He remembered Rainbow Dash drawing of Equestria, where did she say she was from…Cloudsvale? Cloudskale?…It didn't matter now as he flew them to the heart of the country. He felt her bury her head in his chest, as her chest began to rise and fall rapidly. He breathed a sigh of relief that she could take in oxygen. He turned his attention back to the ground as he saw it rushing closer. He spied a city suspended in the sky on top of clouds, and figured that was the place. He turned and shifted her around and slowed his face so he know held her long ways across his body and went to touch down on the floating city. Unfortunately, he passed right through the ground and continued his path downwards. Sonic was puzzled at that, but figured he worry about it later as he spied an extremely tiny city below him. He veered and touched down in the streets of the small town. There were ponies of all different colors surrounding him suspiciously. A few of them noticed Rainbow Dash in his arms and made worried looks to one another. Sonic paid them no mind as he set her down on her hooves. Her legs were shaky but she was able to stand. She looked in to his eyes as he exhaled deeply and his golden quills quickly turned back to blue.

"So," she said, tired and out of breath. "Did we win?"

"'Course we won," he said putting on a smile when all he really wanted to do was break down and cry. "C'mon Dash, have you seen how cool we are? We are way past being too cool to lose. Like, twenty percent cooler."

The Pegasus saw through the fake smile and into the hurting friend behind hit and rose on her hind legs and hugged him. "It's over Sonic, it's all over. We won okay?"

"Yeah," He muttered hugging her back. "Doesn't feel like it."

"I'm so sorry we couldn't save him…I know it hurts," she sympathized.

A loud bright flash drew their attention away from each other and sinister sound of Shadow's voice chilled them to the bone.

"If you think that hurts," Shadow said, battered and blood-soaked and could barely stand, but his super form was intact and his cruel grin was still on his face as his eyes burned brightly. "Then this is gonna down right kill ya!"

Rainbow Dash gripped Sonic tightly and flipped him around as Shadow fired and let out a scream. The blast struck her in the back and sent them both flying through the air and through the wall of a nearby store. The small town filled with screams as the inhabitants quickly ran for cover or to hide in their homes.

Sonic recovered to look in the eyes of a wound Rainbow Dash, his eyes wide with shock as lifted her off of him and gently set her down. She whined and moaned in pain as he gingerly set her down. He took her hoof in his hand as she breathed quickly before closing her eyes. His hand quickly moved to her neck and found that she still had a pulse. He sighed a breath of relief. But then he felt hate swell in his chest at the sound of Shadow's footsteps behind him.

"I told you that you didn't have it in you to kill me," he said in his condescending voice that burned straight to Sonic's core.

Sonic balled his fist, shifted his weight and swiftly began to rise. He turned and as he stepped, he dug his fist deep before coming up as hard and fast as he could. All the while he let out a furious scream, swiftly transforming back into Super Sonic, bathing his surrounding in the bright golden glow of his anger. His fist struck home and knocked Shadow off of his feet and onto his back. Sonic quickly advanced and jerked him off the ground, spun him around and put him on his knees. He gripped his chin and the topside of his head. Shadow's arms quickly found their way to Sonic's lower forearm as he felt Sonic begin to twist. Sonic struggled to accomplish the deed, even though he was so close to death, desperation fed Shadow's strength.

"No…You can't!" Shadow cried out in fear. "I'm the….I AM THE ULTIMATE LIFE FORM!"

Sonic steeled his mind and with a final jerk, felt and heard the crunch of Shadow's neck snapping, and released his head, which was now twisted in an unnatural position. Shadow slumped forward and his white golden fur faded to black as his lifeless body crumbled onto the ground.

Sonic looked down. Normally, Sonic would have replied with something clever, something witty, but not today, today he stood silent. A wind blew through the air as Sonic dropped to one knee as he craned his head skyward and closed his eyes. His super form faded and the Chaos Emeralds dropped to the ground around him, faded and dull from being expended. He exhaled deeply before rising up to his feet. He moved to check on Dash but another voice came from the shadows that stopped him dead in his tracks.

"Bravo, Sonic," Robotnick announced as heavy metal footfalls neared them. "I must say I really have to thank you for killing Shadow for me." Sonic turned to face him; he was still encased in the Egg Beater and slowly walking towards him. "I find this whole evening to be rather fortuitous, wouldn't you? I went from having to fight four super powered beings, to one half-dead hedgehog. I'm going to kill you, take those Chaos Emeralds. and. thanks to you, get to work on terraforming and Robotacising this new planet. Then I think I'll pay a visit to the Flickie Zone."

"What!?" Sonic said shocked that he would mention it. "Why, why would you do that?!"

Robotnik typed into his wrist pad and displayed a hologram video of Sonic's battle with Shadow. Sonic winced as he heard Shadow give away his friends' position. "You know what I'm gonna do after I kill you? I'm gonna go to the flickie zone and kill Knuckles and that two tailed freak! Then I'm gonna kill Amy, but I promise you, I'll take my time with her!" the Hologram said before Robotnik turned it off.

"You see Sonic, no matter how hard you try, I always win, and you'll always lose." Robotnik bragged.

Sonic dropped his head in defeat saw the dull Emeralds at his feet. He knew he couldn't defeat the Egg Beater, not like this anyway. He scooped up one of them and stared at it. All of this, the war on Mobius, the reason Robotnik killed all his friends, chased him across the stars, all of it was because of these cursed rocks. Their power had corrupted Shadow and now was about to doom another world. Sonic's eyes hardened as he gazed into it. He hated them.

"I'll be taking those Sonic…they belong to me now."

"You want them," Sonic hissed. "Come and take them!"

"My pleasure, rodent!" he responded and began to charge Sonic.

Sonic braced for impact but it never came. Instead, salvation came from Metal. The robot landed hard on the back of the Egg Beater suit and began to wrestle him.

"Hack commencing," Metal boomed over his PA. Sonic swore there was malice and hate in his dead pan voice. As Robotnik flailed about wildly, chunks of his armor flew off, first his shield detached, then his torso and back armor blew away from his body in a wash of sparks, exposing his human body. His helmet fired off, striking Metal in the head, causing him to lose footing. This was more than enough for the Egg Beater's arms to reach and grab him.

"Metal! You worthless pile of scrap! I'll tear you apart! BOLT! BY TRAITOROUS! BOLT!" Robotnik roared as he grabbed tightly to his body and leg and ripped his leg from its socket, sending sparks, oil, and other vital fluids through the air before tossing both his leg and body aside. Then, turning back to Sonic who was in shock of what he just saw. "Now…Rodent…Give me that Emerald."

Sonic gulped and looked at it, then looked at Robotnik. He saw his exposed body, and knew what Metal had done. He had given him one last gift. Sonic tossed the gem up and down in his hand as he began to walk through the streets, Robotnik followed him. He needed a little bit of running room and figured if this small town had a decent road of some sort it would...

 _'_ _Mane street?'_ he chuckled inwardly at these ponies naming everything after horses, but he figured it would make sense if they all were horses. But something stuck in his head about the name. _'_ _Mane Street…Mane Street…'_ The name wouldn't stop bothering him.

"Sonic, I don't have time for your games, so would you be as so kind to hand me that Emerald so I can KILL YOU?!" Robotnik shouted impatiently.

 _'_ _Mane Street…Mane Street…MAIN STREET!'_ It clicked, this was the road! The road that Dash told him about…He looked at Robotnik with hate and death in his eyes. This was happening…and it was going to happen now.

"You want this so bad Ivo? Here, catch!" Sonic said, tossing it high into the air towards the Doctor. As soon as the Doctor's eyes locked on the gem Sonic tore off down the road in his super eight peel out, tearing up the ground and busting windows in buildings that he passed.

The gem floated high into the air and the Doctor's arms rose to catch it.

The world blurred past him at high speeds, as he crossed rivers and mountains ranges. An instant later he was once again in the burning city of Balitmare and U-turned hard, his feet slipping and squealing against the pavement. His ears pounded and all he could hear was his heart beating, all he could see was blood. The only thing in his mind were distant voices.

Robotnik's mouth drew back into his toothy smile as the gem reached its apex of travel to him.

Sonic erupted forward, thundering through the city streets and into the woods as memories played in his head of when Shadow first brought him to this planet.

 _'_ _This is my gift to you, forget about Mobius. Forget about Robotnik, about everything…'_

He passed mountains as Shadow's words haunted him again…

 _'_ _The guy who let Robotnik slip through his fingers more times than I can count? The guy who let all his friends down and let a raving lunatic burn down his home and take over the planet? You're not in any position give out second chances here.'_

He passed rivers and finally saw the sleepy little town that he had brought so much havoc too. The last thought he had was the conversation between Rainbow Dash and himself…

 _'_ _You want another shot at the guy huh?'_

 _'If Metal's here, than the Doctor can't be far behind.'_

 _'What are you gonna do if you run into him?'_

 _'I'll figure it out when it happens.'_

The Chaos Emerald landed softly in the Doctor's hands.

Sonic saw him, screamed at the top of his lungs as he zeroed in… and then his world went black.

Sonic's eyes slowly opened, the light hurt his eyes but eventually his vision cleared as he saw that he was lying in bed in what appeared to be a hospital. He wasn't sure how long he had was asleep, but all he could think about was Robotnik, he began to get up, but felt something weighing him down, and looked and saw a sleeping Rainbow Dash sitting next to his bed with her head, chest, and fore hooves resting on his bed side on top of the cover that held him. A book titled "Daring Do" rested on the nightstand beside them.

"Easy hero," a soft voice came from his side. Hhe turned to see Spitfire standing at the doorway. . "She just fell asleep, no need to wake her. You guys got banged up pretty bad, and you're both gonna be stuck here at Ponyville Hospital the next couple of days," she commented as she closed the door behind her. She walked up to him and reached into her saddle bag and tossed a piece of fabric atop his covers. Sonic took it and examined it, seeing that it was the eye patch from Robotnik's eye before gripping it tightly. It was over, it really was over.

"You looked pretty good out there hero," Spitfire said looking over the charts next to his bed, still minding her tone before trotting back beside him.

"Thanks Cap," he said just above a whisper. "Gotta be honest though, I always look good."

Spitfire rolled her eyes before looking back and noticing Sonic was staring at her. "What?"

"Nothin," he said coyly.

She cocked an disbelieving eyebrow. "Yeah, okay."

"Seriously, it's just uhh, I thought you were really brave getting ready to fight Shadow back there."

"Uhh huh," Spitfire said questiongly before turning and beginning to head out the room. "I'll be leaving now."

"What, that's it?"

"You were expecting something else?"

"Well yeah sorta…"

Spitfire craned her head around and looked at him. "Like what?"

"Oh I don't know, just got done saving the world from total annihilation, no bigs of course, stopped the big bad guy, all in all generally saved the day…so you know."

"What? You wanna kiss or something?"

"Just sayin'…" he mused as he brought his arms behind his head as a cocky grin appeared.

Spitfire sighed, walked back the bed and leaned over, caressing the side of his face gently with her hoof as she looked at him with her soft, seductive eyes. She brought herself close enough that Sonic could feel her breath before she spoke in an almost inaudible tone that sent shivers up his spine."If you wanted a kiss, Hero…" Spitfire quickly jerked back and shot a angry look at him while pointing to Rainbow Dash with the hoof she caressed him with. "Ask her when she wakes up!"

"I can't ask her, she totally into this Soarin' dude!" Sonic said, chuckling at Spitfire's stunt.

"Yeah, well, so am I, and she's got NO chance with him!"

"That's not what she said," Sonic whispered back in sing-song voice. "She said the whole thing was complicated."

Spitfire scowled and then pressed down roughly on Sonic's shoulder with the tip of her hoof at a wound he had received causing him to clench his eyes and wince in pain.

"That's for bringing up the extremely convoluted love lives of Soarin', the twerp, and myself," she glared.

"Sorrysorrysorrysor-Hmmph!" Sonic began but could not finish as Spitfire let go of his shoulder and grabbed his head and pulled him into a deep kiss. Sonic's eyes shot open, he hadn't really expected her to kiss him, but then he allowed his eyes to slowly close as he kissed her back for an amount of time that both of them had lost track of before the two parted.

Spitfire was now the one with the cocky grin as Sonic was stunned and didn't know what to say.

"That's for saving the world," she whispered as she left the bedside and headed to the door. "And for the record…I'm VERY complicated," she commented as she closed the door behind her.

The sound of the door closing startled Dash, and her eyes sleepily crept open. She gazed into Sonic's who reached down and grabbed her hoof tightly. She smiled back at him and dozed off back to sleep as Sonic turned to face the open window next to him. The sun's rays flooded the room as it rose over the sleepy town of Ponyville as all of Equestria welcomed a new dawn.


	26. Epilogue

"The charges you face today are of the most gravest nature; treason, as well as consorting and aiding dark forces that conspire to insight chaos and cause calamity," the aged, yet powerful voice that belonged to Lord Graywing echoed throughout the great council chamber. "As such, the crime levied against you is treason. You stand before us, Princess Luna, to face judgment for your acts of betrayal against your people, your kingdom and against this esteemed royal council. You are to understand the only acceptable forms of punishment that can set even the scales of betrayal are death or banishment. Have you any words to say on your defense of these heinous crimes?"

Princess Luna faced him, facing them all, with a silent defiant anger. She stood tall, proud and unafraid under the eyes of the council that were preparing to sentence her. She was vested in her traditional breastplate and horseshoes, her crown firmly upon her head as her eyes looked across the semi-circular table that surrounded her into the eyes of Prince Fenrir, Lord Graywing, Shining Armor, Princess Cadence, and last but not least the eyes of her furious sister Celestia.

Celestia had called for the emergency council meeting to take place deep in the hallowed halls of Canterlot Castle. While not thrilled with the idea of leaving Wyndia, Lord Graywing and Fenrir made the trek at the wounded princess's request. The council had convened shortly after the events in Baltimare; Celestia had been ushered to the Canterlot hospital and had refused to see Luna. The cobalt blue alicorn had even sent Twilight Sparkle, her sister's prize pupil in to try and reason with her to hear her side of the story, but even the young unicorn was caste out and forbidden to speak with her again the minute she broached the topic. It seemed Celestia would have to hear her side of the story here and now.

Behind her there was but a small group. It consisted of the Twilight, Spitfire, Spike, and Foxtrot who all stood ready to speak on her behalf. Rainbow Dash was still far to injured to leave Ponyville Hospital and Sonic had yet to even wake up following the battle. Rarity had returned to Ponyville, against the advice of her parents and several other unicorns to search out Sweetie Belle. Applejack promised that she, Fluttershy Pinkie Pie, and more importantly Big Macintosh wouldn't let anything happen to her.

"Why doesn't she say anything?" Spike whispered but still managed to be heard throughout the chamber which had grown deathly silent.

"Hush Spike," Twilight quickly shushed him. However, she knew that his question burned in her own mind. She had brought with her a thick book, one of the ones she had secured from the Wyndian Library regarding law and royal proceedings. She had hoped to find something to help but nothing stood out. Not sure of what to make of the situation, she looked at Spitfire to see if the Wonderbolt Captain knew what to do.

Spitfire was over all upset at the whole ordeal. She was in her military dress uniform, a tight white blazer top that displayed rows of medals and distinguishing honors on her breast, a tight white saddle skirt that left her very little room to maneuver, even having a slit for her tail to protrude and glossy black heeled shoes . She shot an icy stare at Foxtrot and Spike, prompting both of them to quit gawking at her and turn their attention elsewhere. To top off her ensemble she had worn a hat that Twilight had told her was the most adorable one she had ever seen, which upon hearing the term 'adorable' Spitfire quickly snorted hot air from her nose angrily at her and muttering that it was called a 'cover' before hanging it on a hat rack. Despite being irritated that she had to dress the part for this formal occasion she was able to pick up on Twilight's worried looks.

"I don't know why you're looking at me," she spoke out quietly. "I hate this as much as you but I have no idea what she's going to do." Luckily the suspense was lifted as Lord Graywing spoke again.

"If you have nothing to say on your behalf, then on behalf of this esteemed council I, Lord Graywing, sentence you Princess Luna, betrayer, to bani-"

"I AM NO BETRAYER!" Luna roared out defiantly, her voice projecting loudly throughout the chamber aided by its thick marble walls silence the griffon king and startling everyone else. "I will admit to speaking with Discord in my chambers, I will admit to leaving Equestria without my sister's knowledge, I will admit not being there to when the Yellow Devil struck. However, if I am to admit to these wrong doings then you, oh great and esteemed council, must hear my reasoning's!

"Yes, I spoke with Discord, and he is the one who informed me of the coming Yellow Devil and that I needed to seek aid from the Blue Monster, the very same that plagued YOUR lands, Lord Graywing! Who without his help we'd perhaps never have been able to defeat the Yellow Terror!

"Yes, I left Equestria, but I had protected YOUR precious Twilight Sparkle dearest sister! I was able to unfetter the mind of the Blue Monster from Discord's hold and thus end the war that was raging across your lands Lord Graywing! You, Prince Fenrir, had spoken highly of canine lives saved by ending the war that day!

"Yes, I was not present when the Yellow Devil struck, but felt the heat of the flames from Baltimare as she burned because I stood at her defense and with me I brought salvation!

"Everything I have done, for good or ill was in service of Equestria, and to you Lord Graywing, I may be guilty of negligence and poor judgment, but I. Am. No. Betrayer." The Princess ended her speech with finality as her breath fell heavy from her forceful speech. Celestia's eyes where now glazed with tears as she regretted instantly her coldness to her only sister.

"And who will stand beside you and prove your loyalty?" Prince Fenrir spoke his voice calm and controlled as if he believed her. His soft voice brought the slightest smile to Luna's lips. The wolf prince turned his attention to her comrades who stood behind her. "Who would stand, and be counted? Who would stand beside this mare, and suffer in her fate?"

Twilight swallowed hard, she had read in her book, that in royal prosecutions those who testified with traitors would suffer the same punishment if they were found guilt, both in death and banishment. She felt her heart race, and for a moment she felt herself tear in half with desire to help a friend and fear that she might be banished…or worse. However, she didn't have to worry about being the first to react.

The click of heels filled the silent chamber as Spitfire rose from her spot and moved next to Luna despite the Princess's hushed protests. She glanced at Fenrir who nodded approvingly before turning his gaze back the others. Twilight Sparkle felt her nerve steel at the sight of Spitfire's action and moved to join her, Spike gripped her fore hoof, and for a moment begged her to stop, but seeing the determination in her eyes sighed and joined her. Foxtrot also raised and joined her, the young wolf staring daggers back at Fenrir.

"She has those who count her loyal," Fenrir announced to Lord Graywing who looked shocked that they would be bold enough to step forward.

"I have eyes!" Graywing stammered out not expecting this. Then speaking to them, "and who would stand with her?"

"I am Twilight Sparkle, and this is my faithful assistant Spike, the princess saved us and defeated the Blue Monster and turned him to an ally my Lord." Twilight spoke, struggling to keep her voice steady.

"The Captain of the Wonderbolts," Spitfire said proudly raising herself to attention and stretching her wings to her full wingspan. "Spitfire. Champion of Equestria. I give you my word that Princess Luna is no traitor."

"You give more than your word," Graywing spoke grimly. "If we sentence her to death, your neck will feel the Executioner's blade as well."

"And who would carry out this sentence?" Spitfire shot back with a scowl as her fore hoof began to gently stroke the pommel on the Solar Vindicator. "Would it be you Lord Graywing?"

The griffon king's face twisted with anger at her words and actions but ages of wisdom won out over youth's rage and brashness in his mind as he dismissed the comment and turned to the wolf. "What is the matter with this one?" Graywing questioned.

Foxtrot remained silent and hung his head in shame.

"He's nameless," Fenrir said matter-of-factly. "His pack hasn't named him." There was no mocking tone to his voice but the words evoked anger in the young wolf as his throaty growl could be heard coming from him directed at the wolf prince. The sound elicited a grin from Fenrir, the pups display of boldness seemed to amuse him.

"Forgive me for interrupting," Spitfire interjected. "Pup does have a name." This drew the attention of everyone, especially Foxtrot. "When Twilight and the others were kidnapped, he was clever enough to lead his pack to where the blue monster had taken her, clever like a fox. It was then that his pack," Spitfire looked up in the young wolf's confused look with eyes full of approval and a small smile. "His alpha, gave him a name. Isn't that right Foxtrot?"

"Yeah," Foxtrot chuckled slightly before returning the smile and nodded, a tear beginning to form in his eye. "Yeah, that's right. My name is Foxtrot, and the Princess fought to save you all!"

"Weird name for a wolf," Fenrir commented picking up on what just happened. "Well Lord Graywing, let's get this over with before I choke on all the emotion and sentiment building up in here."

"Agreed," Graywing nodded. "We have heard all we need to hear, Celestia?"

"Not Guilty!" her sister blurted out as tears streamed her face bringing an annoyed look from Lord Graywing. No matter the outcome Celestia would never forgiver herself for doubting her sister. She now only prayed it was not too late to correct this mistake, "Not Guilty!"

"Cadence?" Graywing said, asking for her judgment.

"My Lord," her soft demure voice barely audible. "My heart aches for Luna, I feel her heart was truly in the right place; however her actions led to such horrible events regardless of her intention. I feel that I may share some of the burden for angering the race relations among Equestria, but I was forced to make a choice that was not mine to make, if she were in Canterlot her wisdom could have prevented it. Now to ease the tension of our people, I feel the only possible recourse would be for her to shoulder responsibility for her actions. My Lord, I vote…Guilty."

Twilight was stunned, she never could have pictured Cadence condemning Luna, but she had learned of the horrible incident that had occurred but a few days earlier…and even that the ponies now only referred to as 'The Slaughter at the Gates'. She can't have imagined the pain that must have put her through.

"And who are you to judge ME!" Luna shouted back. "Lord Graywing, why is it that you allow this filly, freshly suckled from her mother's teat to cast judgment on me! Shining Armor as well! They have not served as long as the rest of us…and surely they do not possess the wisdom of the ages!"

"They are true royalty Luna," Graywing answered. "Your time on the moon has not been kind to you or your sister, she struggled to maintain your as well as her duties. Do you blame her for rearing another to fulfill your tasks? Who could have seen your return?"

"Sister!?" Luna spouted incredulously. "You were to replace me?!"

"Luna I…" Celestia stammered, a carefully guarded secret out in this way was not easy to handle.

"That's right! I was to rule the night!" Cadence said angrily. "I was groomed to rule, and then upon your untimely return, Celestia saw me fit to reign over the Crystal Empire."

"Fit to rule? Thou art not fit to lord over an empire of manure!" Luna yelled back her speech dipping into her old-style.

"You miserable little cart puller!" Cadence shot back. Her horn began to glow with magic as she rose up from her seat. "For all that old school speech you use, someone should teach you some old school manners!"

"Thou dare challenge me!" Luna's horn crackled violently with cobalt blue light, vastly overshadowing the crystal heart princess. "Gird up thine loins and adjourn us to the courtyards to see which of us stands the finer Equine if thou be'est so emboldened!" at these words Cadence shrunk back slightly in her seat, a fact that did not go unnoticed. "What's this? Where stands the filly whose nether regions were frothing with want of battle but moments ago?" Luna smirked at her cowardice, "Or doth thine mare hood stand dry, cracked, and barren? Me thinkest of poor Shining Armor, rubbed raw to the sheath when betwixt thine legs!" she insulted with haughty grin.

"Luna!" Celestia shouted out trying to calm her younger sister's temper as Fenrir laughed heartily banging his fist against the table while Cadence seethed violently at the insult and Shining Armor did his best to stifle a snicker which served to infuriate Cadence more.

"ENOUGH!" Lord Graywing bellowed silencing everyone. "Shining Armor! What is your judgment?"

"Well uh...I uhh…" his eyes jumped across from Luna, to Celestia, to Cadence, and then finally to Twilight. "It is my decision that…" He looked back at Cadence who stared back at him expectantly and then back at Twilight who gave him a look of 'You know what you have to do and I'll never forgive you if you don't'. This caused him to sigh with exasperation.

"Shining!" Cadence urged him, now giving him the 'If you do what I think you're going to do I will never forgive you' look.

"Uhh…umm!"

SHINING!" Graywing bellowed.

"NOT GUILTY!" he screamed back out.

"What?!" Cadence shouted out.

"SILENCE!" Lord Graywing cut her off. "It is my decision that you are unequivocally guilty Princess Luna. Therefore it is my duty to declare you and your band of traitorous cohorts guilty under the pang Banishme-"

"The vote is tied!" Spitfire roared out.

"Silence!" Graywing shouted back.

"I will not be silent in the face of injustice, or in your case poor math skills! The vote is tied!" she screamed angrily back at him.

"Spitfire!" Spike whispered as he banged her fore hoof. "Don't yell at him! It'll make him angrier!"

"What are you afraid of Spike, he's already about to banish us? What more could he do?" she said, not taking her eyes from the griffon king.

"Upgrade it to death!" he responded swiftly.

"Nay ," Luna interrupted. "The vote is tied, you can't pass judgment."

"Prince Fenrir is currently under my guidance and counsel and serves under me. His vote is mine."

Luna looked flabbergasted and turned to Fenrir, who just a moment ago had been laughing now had a sad, regretfully look on his face. The princess slowly turned back to Graywing, with hate and death in her eyes. "You can't banish me…ONLY the Dragon King can banish me…as he did those one thousand years ago when he ordered Celestia to carry out the deed!"

"Have it your way Luna…" Graywing said, a strange wind began to swirl in the chamber as the entire room began to fill with a dark powerful energy that made everyone uneasy save Fenrir Celestia and Luna who seemed as if they had experienced it before. Lord Graywing rose to full height and soon everyone knew the mystical power was radiating from him. Luna stood her ground know what was coming next Twilight furiously flipped through her book. "Your punishment shall be Dea-"

"WAIT!" Twilight screamed, causing everything to stop and Graywing to recant the power.

"WHAT NOW?!" he bellowed as Twilight scampered to Fenrir and set the book down in front of him.

"Prince Fenrir," Twilight began, "It says right here in the book of Legal Proceedings regarding Royal cases that under no circumstances shall a member of the Royal Council be stripped of his right to cast judgement!"

"Nonsense!" Graywing interrupted.

"A lot of sense!" Twilight replied, "right here in the final chapter! Written by the Dragon King himself, courtesy of your royal archives!"

"Yes!" Luna chimed in.

"Well, whaddya know…" Fenrir chuckled. "little Unicorn's right."

"I wish to hear his answer my Lord," Celestia said, a hint of threat in her voice.

Luna gazed into Fenrir's eyes whose were now deep in thought.

"Fine…"Graywing grunted, then smile grew on his face, "Prince Fenrir, your judgement?"

"Well, I think that…" suddenly the prince began to itch at his collar. "I think that…that…the princess is…" his claws began to dig into his flesh around his neck. The spectacle drew everyone's attention to him and off of Celestia who saw what was happening and her horn began to glow with magic. The wolf prince continued to scratch, so Celestia gritted her teeth and focused, sweat beginning to beat on her forehead until she was successful.

Suddenly Fenrir's itching stopped and he had a quizzical look about his face. "What was that," he muttered, as Graywing had a shocked look on his face before looking at Celestia with an angry scowl as she saw her with a wide smile. "Oh well, it is my opinion that the Princess did not commit treason or betrayal." A collective cheer rose up in the chamber from Celestia, Luna, and her friends but it was quickly silenced as Fenrir continued to speak. "But, if she did not commit these acts of betrayal, she did so out of gross negligence and disregard for her people." Then he spoke directly to Luna. "Princess, I am sorry, but you made grave mistakes along your way, and like Cadence said, good intentions cannot forgive the wrongs you have done. You should have told your sister about Discord, told us, been honest and it has cost lives and the peace of your people. While I believe you to be of pure heart and therefore not worth of banishment, I find your ability to lead a nation…in question." Fenrir then addressed the chamber. "It is my decision that you, Princess Luna, be stripped of title and postion…"

"What?! NO! BANISH HER GRAYWING!" Cadence shouted across the chamber. "Send her back to the moon where she belongs!"

Twilight was shocked and appalled at Cadence's behavior, she had never acted like this, it reminded her of when Chrysialis had taken control of her. She supposed that Luna's insult had cut deep, and that she felt that she may have been robbed by Luna's return…but Twilight had never pegged her for the jealous type.

"Silence you blathering foal!" Graywing hushed Cadence. Then he stared intently at Luna, then at Fenrir and finally back at Celestia. "I can agree to these terms. In lieu of banishment, we shall remove the shakels of rule from your shoulders…you are no longer to be a Princess."

"But who will raise the Moon?!" Celestia protested begging to keep her sisters station.

"What of your newest Protege? You had told me she should even greater promise to replace Luna than Cadence," Graywing asked.

An uneasy silence filled the room as Luna slowly turned and stared back at Twilight Sparkle…her sisters prized and devoted pupil. Suddenly Luna felt anger grow towards the purple unicorn who looked just as shocked as she.

"I…," Twilight inhaled deeply. "Wow…I had no Idea I swear…" she whispered to Luna as she saw resentment grow in her eyes.

"I had not told her Luna!" Celestia intervened. "Yes, she was to replace you, Cadence had showed promise, and in haste I had bestowed upon her Alicorn powers, but then Twilight Sparkle came along and out shown any other unicorn I had ever seen that hadn't descended from Star Swirl's line. She was to take your royal duties. However she aided in bringing you back, and driving back Nightmare Moon, so I felt no need to tell anyone. You must understand!"

"You mean I was raising my REPLACEMENT?!" Cadence shouted.

"Cadence, do you think it wise to raise your voice to me?" Celestia said coldy.

"Silence, I grow tired of this squabbling!" Graywing said now quite annoyed with the situation. "As part of your punishment Luna, you will continue to raise the moon until your sister can find a suitable replacement." He raised a large wooden ball that he clasped with his claws and slammed down with finality on the table. "It is so!"

Princess Luna slowly levitated her crown off of her head and moved it to Celestia, before undoing the clasps on her breast plate allowing it to fall and removing her horseshoes. The she gazed around the room at the council to see a saddened yet firm Fenrir stare at her before rising and making for the door, followed closely by Graywing who seemed to in rush to leave, a regretful Shining Armor, a deeply wounded Celestia who had tears had dried on her face and last but not least and angry, yet still haughty Cadence.

"I will…I will see that your things are to be prepared and will make for you living arrangements," Celestia sobbed as she moved headed outside the chambers.

"I suppose, that's that. I'm headed to Ponyville, I need to check on things…You gonna be all right?" Spitfire asked Luna now that the whole ordeal was done.

"Yes, I just…I just need a minute." Luna responded as the events hadn't totally sunk in. She watched them all go until it was just the three of them in the chamber.

"Come Shining, our ride awaits," Cadence said, spreading her wings and leaping over the table as Shining trotted his way around the room to the door. Cadence landed in front of Luna, and stared at her. "Stand aside…peasant!" she said with a malice filled grin.

Luna looked down at her, she still stood a good two and half hands higher than her and the Cobalt Alicorn swelled her chest and looked down at her with furious eyes. "Do you know why I don't fear you?" Luna asked.

Cadence huffed, not really interested in her answer.

"It is because underneath my crown, my title and my privilege… I am still the same mare. Do you know why you should fear me?" Luna began to move to one side to let her pass and as she did she whispered into her ear with a grin something that made her freeze. "Because underneath your crown…your title… your privilege…so are you."

Cadence snarled, shot her a dirty look and moved to the door beside Shining Armor. She whirled around as they left and shout out one final remark.

"Enjoy the simple life!"

"So how did it go?" Soarin' asked anxiously as soon as Spitfire touched down in Ponyville. Spitfire had bid Twilight, Spike, and Foxtrot farewell as they left to board a train to Ponyville. They were standing next to the battleground where Sonic had fought and the bodies of the one he had called Shadow plus a really fat creature she had never seen before lay strewn in the middle of the street. Spitfire wrinkled her nose at the smell of decaying bodies. The local undertaker was under order not commit them to the ground until Spitfire could examine the scene.

"Well, we're down a princess," she said flatly addressing him. "Not sure how this is going to affect us but that is really all I know. I'm sure it will be all over the news and there will be an official announcement soon. So don't bug me about it got that? Now…tell me what we are looking at here?"

"It looks like," Soarin' began while pointing a hoof at Shadow, "The blue hedgehog snapped his neck, according to witnesses, they say he turned yellow just before he did and then back to blue. Then they said the black one was also yellow before it died."

"And this one?" Spitfire said pointing at the other corpse noticing the huge hole in its stomach.

"Towns folk say, he came out after the black one died, was going on and on about some emeralds, then a shiny blue one attacked it from behind. The shiny one, who I would bet a large apple pie was the monster we fought gets his leg ripped off. Then the blue one, well, they say he did something and BOOM! Next thing they know the blue guy is out cold and the fat one here lost a lot a weight," Spitfire looked at the stallion as he spoke, it was really the first time she had seen him without a gaping wound he had received from a spear in his chest, and now here he was, wearing his dress uniform no less, which Spitfire defintly liked more than the females, especially when it was on Soarin'. "The when everything calmed down they brought Dash and blue one to the hospital, then they said the shiny one got up, grabbed his leg and flew off." Soarin' sighed and opened his saddle bag and showed its contents to Spitfire who raised an eyebrow at the sight of seven gems all glowing brightly with different colors, "Oh yeah, one more thing. Folks say the commotion was all over these couple of gems, figure I'll bring back to HQ."

"Good thinking, the Princess has a enough on her plate, I'll keep them locked up till we know more about them, or she has the time to deal with it." she said trying to feign interest in the gems, she knew exactly what they were…but it wasn't hard, especially when her interest wasn't really on them.

"Whole world went crazy if you ask me," he said glancing back at Spitfire who he noticed seemed to be paying a lot more attention to how his uniform looked and not his report. "Umm, Captain?"

"Hmm," Spitfire said yanked from her thoughts. "Oh yes, good work Soarin'" she said as she moved close to inspect the fat one closer, she leaned in at what she guessed was his face and took in how ugly he looked, even before his body had begun to rot.

"They said the blue one was really mad at this one before he killed him. Real mad." Soarin' added in.

"Ya don't say?" Spitfire mused as she reached down and grabbed an eyepatch off of the creatures face. "I bet the blue one would wanna know what went down," she said as she started her way to the hospital.

"Sweet, I can check on Dash," Soarin said enthusiastically.

Spitfire stopped in her tracks, and quickly moved to intercept Soarin' "I can give the blue one this eye-patch in the morning, we need to talk. Would you mind flying a mare home?"

Soarin' sighed, he supposed this time would come, so he might as well get it out of the way. The two took off on the short trip back to Cloudsdale. Once in the air Soarin spoke up. "Look Cap, err Spitfire, I really like you, I do. It's just…you never trusted me, you never did. I can't be in love with somepony that can't do that. So I think it's just a good idea if we just-"

"It's her isn't it," Spitfire said looking at the ground her voice strong but wavering ever so slightly.

"What?! NO! See that's what I'm talking about! It's not her it's you!" Soarin' countered angrily. "It isn't Rainbow Dash…well maybe a little…but I…" Soarin' became flustered over his words as he tried to sort out his feelings.

"Do you want her Soarin'?"

"Why do you need to make this about her? It's about us!"

"Do you want _me_?" she said softly looking back at him. Her question caught him off guard as he stared back into her eyes that burned like soft embers, he gulped hard as the rays of the setting sun managed to catch her mane caused it her hair to glow a brilliant orange.

"I umm…I…uhh," he stumbled hopelessly as he cursed his tounge for being so dopey.

Spitfire smirked at his nervousness before noticing how close they were and maneuvered down to the cloud city landing a few feet before her front door with Soarin' landing beside her.

"Well Soarin'" Spitfire pressed on stepping around to face him and staring him in the eyes. "What do you want?"

"I…I think that we should see ot-," his line of thought was interrupted by a gust of wind that blew off Spitfire's hat which he quickly reached out and caught with his teeth, but when he looked at her, he saw her mane blowing carelessly in the wind as she ran a hoof through it, all the while staring back at him with the those soft, burning, endless eyes…of her. His mouth slackened and her hat fell from his mouth and blew away in the wind, but neither of them seemed to notice.

Spitfire smiled, she knew she had him exactly where she wanted him, the blowing wind sealed the deal. She reared up on to her hind legs and wrapped her fore hooves around Soarin' neck, never breaking eye contact as she drew close to him.

"Poor Soarin'" she whispered to him softly. "You just don't know what you want do you?"

"No," Soarin' agreed with her as he found himself lost in her eyes.

"You look so confused and frustrated…you look so cute when you're frustrated," she teased as she knocked off his officer hat and mussed the back of his mane. "You're not sure what's best for you, me or," Spitfire sighed deeply. "Her."

"Y, yeah…" Soarin' managed starting to feel uncomfortably warm in his officer suit.

"You just need a little time to decide don't you?"

"Yeah! That's what I need! I need time to decide!" Soarin' exclaimed, thankful for Spitfire putting the words in his mouth and hoping it would be a way for him to get out of this predicament.

"Okay then," Spitfire said, a mischievous smile on her lips, "I'll let you decide." Then without warning she moved forward and pulled Soarin' close and kissed him. Deep, long and meaningful. She felt Soarin' buckle slightly, but she kept him steady until she slowly broke their kiss. She was first to open her eyes and saw Soarin' with his mouth half open and eyes still closed until he blinked them wide open and sprang back from her.

"Wha, what are you doing?! You said-"

"I said I'd let you choose, Soarin'," she teased as she turned and headed to her door, pushed it open and put one hoof inside before turning back. " I never said I'd make it easy. Now look, these stupid heels and uniform are killing me, so I'm gonna go into my house, take my clothes off and get in my bed. You can go home if you want, or you can come with me. It's your choice, " she said seductively causing Soarin's wings to rigidly shoot open, which drew another smirk from Spitfire before she headed inside and left him to his thoughts.

Soarin' gulped hard and found that he had broken into a cold sweat. He took a deep breath, and exhaled. He turned around, raised his head high and began to walk away.

He got three steps, before wheeling around and galloping after her cursing Celestia's name.

"C'mon don't be this way Cadence!" Shining Armor shouted through the thick doors that led to master bedroom of the Crystal Palace. Cadence hadn't spoken to him the whole way home and then she barricaded herself in the room. "Listen, I'm sure you and Luna will solve your problems and everything will be back to normal," he said cheerfully.

The great doors swung open slightly and Cadence poked her head out, "Back to normal!? I was supposed to rule alongside Celestia! Now even with her horrible little sister gone, now your stupid little sister is going to take what's mine!"

"Hey, there is no reason to speak about Twiley lik-"

"And you…you took Luna's side over mine! Some husband! Did you not hear the things she said about me!"

"Well, you were trying to send her to the moon, so I could see why she was a little upset," Shining tried to refute.

"Then you can see why I'm a little upset then, right sweetie?" she said coyly before slamming the door in his face.

Shining had been arguing with her for close to an hour and had finally reached his limit, and yelled back to her. "You're forgetting it was you who gave the order that day! Not her! I can't believe you did that! I would never ha-"

The great door swung open again and Cadence cut him off, "That's right, You never could! You could never give an order like that Shining! THAT'S WHY YOU'LL NEVER RULE!" she screamed slamming the door on him again. This time retreating to her Vanity mirror to brush her hair as she heard Shining Armor trot away, presumably to take up residence in a guest room.

"Why the long face?" a soft voice filled her chambers. "Get it? It's because you're a pony…long face…ahh I digress."

"Your plan failed!" Cadence shouted back at it.

"Did it?"

"YES! Luna isn't banished, Celestia has been raising Twilight Sparkle to be her successor, now I will never rule alongside her!"

"Well that was never the plan princess," the voice said as dark energy began form behind the Princess. "You were never supposed to rule alongside her."

"But you said if I freed you that-"

"That you would rule…And rule you shall," the energy took form and soon her hair brush was taken from her magic hold and her hair was now being stroked carefully by Discord's talon as he sat behind her, gazing at her through the mirror. "However, I don't recall mentioning Celestia," Discord's face drew into a sinister smile as he stared hungrily at Cadence. "No, Celestia is not to be a part of that picture and you will be no princess…you will be the Queen! The most beautiful Equestria has ever seen."

"Queen? Yes, Queen, and once I sit on Equestria's throne…everypony will love me!" Cadence said drowning in her desire. Then she was yanked back to reality, "how do you propose that will ever happen now? Your precious pet is-"

"Shadow was never the Endgame, he was just a pawn to help me get what I needed. This is my game Princess, and it is playing out exactly as I planned it." Just then, images appeared on the mirror by way of Discord's magic, that at first confused Cadence before making her smile with cruel delight.

"What is our next step?" she said anxiously.

"Why, isn't it obvious?" Discord said matter-of-factly. "Every Queen needs a King."


End file.
